Common use of Reaffirmation Clause in Contracts

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Document to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effect.

Appears in 6 contracts

Sources: Senior Secured Super Priority Debtor in Possession Loan Agreement (Amyris, Inc.), Senior Secured Super Priority Debtor in Possession Loan Agreement (Amyris, Inc.), Senior Secured Super Priority Debtor in Possession Loan Agreement (Amyris, Inc.)

Reaffirmation. Each ObligorThe parties hereto confirm that this Agreement is not intended, as debtornor shall it be deemed or construed, grantor, pledgor, guarantor, assignor, or in to effect a novation of any other similar capacity in which such Person grants liens or indebtedness under the Credit Agreement or to terminate or release any liens, security interests in its property or otherwise acts as accommodation party contractual or guarantorlegal rights securing all or any part of such indebtedness. Furthermore, as each of the case may be, in each case, pursuant to any Loan Document, hereby Reaffirming Parties hereby: (a) confirmsconsents to this Agreement and the transactions contemplated hereby and hereby confirms its guarantees, ratifies pledges, grants of security interests, acknowledgments, obligations and reaffirms all of its payment and performance obligations, contingent or otherwise, consents under the Loan Collateral Agreement and each the other Security Documents and the other Loan Document Documents to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party isnotwithstanding the effectiveness of this Agreement and the consummation of the transactions contemplated hereby, such guarantees, pledges, grants of security interests, acknowledgments, obligations and consents shall be, and shall continue to be, in full force and effect except as expressly set forth herein, (b) ratifies the Security Documents and the other Loan Documents to which it is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and a party, (c) confirms that all of the Liens and agrees that, to security interests created and arising under the extent that any Loan Document Security Documents to which it is a party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except effect on a continuous basis, unimpaired, uninterrupted and undischarged, and having the same perfected status and priority as collateral security for the Obligations as existed prior to giving effect to this Agreement, (d) agrees that each of the representations and warranties made by each Reaffirming Party in the Security Documents to which it is a party is true and correct as to it in all material respects on and as of the date hereof (except to the extent any such representation or warranty expressly provided hereinrelates to a prior date, the execution, delivery in which case such representation or warranty was true and effectiveness of this Amendment shall not operate as a waiver correct in all material respects (without duplication of any rightmateriality qualifier contained therein) as of such prior date), power or remedy of and (e) agrees that it shall take any action reasonably requested by the Administrative Agent in order to confirm or any Lender under any Loan Document, shall not constitute a waiver effect the intent of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectthis Agreement.

Appears in 6 contracts

Sources: Replacement Term Loan Amendment (Generac Holdings Inc.), Replacement Term Loan Amendment (Generac Holdings Inc.), Replacement Term Loan Amendment (Generac Holdings Inc.)

Reaffirmation. Each Obligorof the Reaffirming Parties, as debtor, grantor, pledgor, guarantor, assignor, or in any party to the Credit Agreement and certain of the Collateral Documents and the other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may beCredit Documents, in each casecase as amended, pursuant supplemented or otherwise modified from time to any Loan Documenttime, hereby (ai) confirms, ratifies acknowledges and reaffirms agrees that all of its payment and performance obligations, contingent or otherwise, obligations under the Loan Agreement Credit Agreement, the Collateral Documents and the other Credit Documents to which it is a party are reaffirmed and remain in full force and effect on a continuous basis, (ii) reaffirms (A) each other Loan Lien granted by it to the Administrative Agent for the benefit of the Secured Parties and (B) any guaranties made by it pursuant to the Credit Agreement, (iii) acknowledges and agrees that the grants of security interests by it contained in any Collateral Document to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party is, and shall continue to beremain, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document giving effect to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (civ) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guaranteethe Obligations include, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees among other things and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay prompt and complete payment and performance by the Advances in accordance with Borrower when due and payable (whether at the terms stated maturity, by acceleration or otherwise) of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a partyprincipal and interest on, all of which obligations shall remain in full force and effect. Except as expressly provided hereinpremium (if any) on, the execution, delivery and effectiveness of Term Loans under the Amended Agreement. Nothing contained in this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations obligations outstanding under the Credit Agreement or the other Credit Documents, which shall remain in full force and effect, except to any extent modified hereby Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Guarantor is not required by the terms of the Credit Agreement or any other Credit Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Credit Document shall be deemed to require the consent of such Guarantor to any future amendments to the Credit Agreement.

Appears in 6 contracts

Sources: Credit and Guaranty Agreement (Atlantic Power Corp), Credit and Guaranty Agreement (Atlantic Power Corp), Credit and Guaranty Agreement (Atlantic Power Corp)

Reaffirmation. Each Obligorof the Borrower and each Guarantor identified on the signature pages hereto (collectively, the “Reaffirming Loan Parties”) hereby acknowledges that it expects to receive substantial direct and indirect benefits as a result of this Agreement and the transactions contemplated hereby. Each Reaffirming Loan Party hereby consents to this Agreement and the transactions contemplated hereby, and hereby confirms its respective guarantees, pledges and grants of security interests, as debtorapplicable, grantorunder each of the Loan Documents to which it is party, pledgorand agrees that, guarantornotwithstanding the effectiveness of this Agreement and the transactions contemplated hereby, assignorsuch guarantees, or in any other similar capacity in which such Person pledges and grants liens or of security interests shall continue to be in its property full force and effect and shall accrue to the benefit of the Secured Parties. Each of the Reaffirming Loan Parties agrees that, neither the modification of the Credit Agreement effected pursuant to the Agreement nor the execution, delivery, performance or otherwise acts as accommodation party effectiveness of this Agreement (a) impairs the validity, effectiveness or guarantor, as the case may be, in each case, priority of Liens granted pursuant to any Loan Document, hereby and such Liens continue unimpaired with the same priority to secure repayment of all Obligations (a) confirms, ratifies as defined in the Guarantee and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Document to which it is a party (after giving effect heretoCollateral Agreement), whether heretofore or hereafter incurred or (b) confirms require that any new filings be made or other action taken to perfect or to maintain the perfection of such Liens. Each of the Reaffirming Loan Parties further agrees to take any action that may be required or that is reasonably requested by the Administrative Agent to effect the purposes of this Agreement, the transactions contemplated hereby or the Loan Documents and agrees that hereby reaffirms its obligations under each provision of each Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effect.

Appears in 5 contracts

Sources: Term Loan Credit Agreement (T-Mobile US, Inc.), Term Loan Credit Agreement (T-Mobile US, Inc.), Term Loan Credit Agreement (T-Mobile US, Inc.)

Reaffirmation. Each ObligorExcept as modified hereby, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment the terms and performance obligations, contingent or otherwise, under provisions of the Loan First Lien ISDA Master Agreement and each the other Loan Document to which it is a party Transaction Documents remain in full force and effect. For the avoidance of doubt, the Fee Letter (after giving effect hereto), (bincluding any amendments or supplements) confirms and agrees that each Loan Document to which it is a party is, and thereto shall continue to be, remain in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective DateDate and the Parties agree, all references for the avoidance of doubt, that this extension shall not be a “refinancing” and the Monthly Base Fee shall continue to apply. Party B hereby agrees that the amendments and modifications herein contained shall in any such Loan Document no manner affect (other than expressly provided herein) or impair the Obligations or the Liens securing the payment and performance thereof. On and after the date hereof, each reference in the First Lien ISDA Master Agreement to “the Loan Agreement”, the “this Agreement”, “theretohereunder”, “thereof”, “thereunderhereof” or words of like import referring to the Loan Agreement First Lien ISDA Master Agreement, and each reference in each of the other Transaction Documents to “the Intermediation Agreement”, “the First Lien ISDA Master Agreement”, “thereunder”, “thereof” or words of like import referring to the First Lien ISDA Master Agreement, shall mean and be a reference to the Loan Agreement First Lien ISDA Master Agreement, as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any rightnot, power by implication or remedy of the Administrative Agent or any Lender under any Loan Documentotherwise, shall not limit, impair, constitute a waiver of or otherwise affect any provision rights or remedies of Party A under the First Lien ISDA Master Agreement or the other Transaction Documents, nor alter, modify, amend or in any Loan Documentway affect any of the obligations or covenants contained in the First Lien ISDA Master Agreement or the other Transaction Documents, all of which are ratified and confirmed in all respects and shall not be construed as a substitution or novation of the Secured Obligations which shall remain continue in full force and effect. For all purposes of this Amendment, the First Lien ISDA Master Agreement, the other Transaction Documents, and this Amendment shall each constitute a “Transaction Document”. Each of Party B, Par LLC and McChord Pipeline Co. hereby ratifies and confirms all of its obligations and liabilities under the Transaction Documents to which it is a party, as expressly modified herein.

Appears in 3 contracts

Sources: First Lien Isda 2002 Master Agreement (Par Pacific Holdings, Inc.), First Lien Isda 2002 Master Agreement (Par Pacific Holdings, Inc.), First Lien Isda 2002 Master Agreement (Par Pacific Holdings, Inc.)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as of the case may be, in each case, pursuant to any Loan Document, hereby Reaffirming Parties hereby: (a) confirmsconsents to this Amendment and the transactions related thereto and hereby confirms its guarantees, ratifies pledges, grants of security interests, acknowledgments, obligations and reaffirms all of its payment and performance obligations, contingent or otherwise, consents under the Loan Guarantee and Collateral Agreement and each the other Security Documents and Loan Document Documents to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party isnotwithstanding the effectiveness of this Amendment and the consummation of the transactions related thereto, such guarantees, pledges, grants of security interests, acknowledgments, obligations and consents shall be, and shall continue to be, in full force and effect effect; (b) ratifies the Security Documents and the other Loan Documents to which it is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and a party; (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not Liens and shall not affect any of security interests created and arising under the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall Security Documents remain in full force and effect. Except effect on a continuous basis, unimpaired, uninterrupted and undischarged, and having the same perfected status and priority as collateral security for the Obligations, in each case as existed prior to giving effect to this Amendment; (d) agrees that each of the representations and warranties made by each Reaffirming Party in the Security Documents is true and correct as to it in all material respects on and as of the date hereof (unless any such representation or warranty expressly provided hereinrelates to a given date, the execution, delivery in which case such representation or warranty was true and effectiveness correct in all material respects as of this Amendment such given date); and (e) agrees that it shall not operate as a waiver of take any right, power or remedy of action reasonably requested by the Administrative Agent in order to confirm or any Lender under any Loan Document, shall not constitute a waiver effect the intent of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectthis Amendment.

Appears in 3 contracts

Sources: Revolving Refinancing Amendment (Sba Communications Corp), Credit Agreement (Wolverine World Wide Inc /De/), 2018 Refinancing Amendment (Sba Communications Corp)

Reaffirmation. Each ObligorBy executing and delivering a counterpart hereof, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirmseach Guarantor hereby agrees that, ratifies as of the Effective Date and reaffirms after giving effect to this Agreement and the transactions contemplated hereby, all Obligations of the Borrower that constitute Guarantor Obligations (as defined in the Guarantee and Collateral Agreement) shall be guaranteed pursuant to the Guaranty and Collateral Agreement in accordance with the terms and provisions thereof and each Loan Party hereby agrees that, as of the Effective Date and after giving effect to this Agreement and the transactions contemplated hereby, all Secured Obligations (as defined in the Guarantee and Collateral Agreement) of such Loan Party shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof, (b) each Loan Party hereby (i) agrees that, notwithstanding the effectiveness of this Agreement, as of the Effective Date and after giving effect hereto, the Loan Documents continue to be in full force and effect, (ii) agrees that, as of the Effective Date and after giving effect to this Agreement and the transactions contemplated hereby, all of the Liens and security interests created and arising under each Security Document remain in full force and effect on a continuous basis with the priority required pursuant to the Loan Documents, and (iii) affirms and confirms all of its payment obligations and performance obligations, contingent or otherwise, liabilities under the Loan Credit Agreement and each other Loan Document to which it is a party (party, in each case after giving effect hereto), (b) confirms to this Agreement and agrees that each Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendmenttransactions contemplated hereby, and (c) confirms and each Guarantor agrees thatthat nothing in the Credit Agreement, this Agreement or any other Loan Document that did not require the consent of such Guarantor to any amendment prior to this Agreement shall now be deemed to require the consent of such Guarantor to any future modification to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectCredit Agreement.

Appears in 2 contracts

Sources: Commitment Increase Agreement (Eos Energy Enterprises, Inc.), Commitment Increase Agreement (Eos Energy Enterprises, Inc.)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) ▇▇▇▇▇▇▇▇ confirms, ratifies acknowledges, and reaffirms stipulates that all terms, conditions, and provisions of its payment and performance obligations, contingent or otherwise, under the Loan Agreement Documents are valid and each other Loan Document enforceable obligations (subject only to which it applicable bankruptcy, insolvency and similar laws affecting rights of creditors generally, and subject as to enforceability, to general principles of equity (regardless of whether enforcement is sought in a party (after giving effect heretoproceeding in equity or at law)), (b) confirms and agrees that each Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified remain unaffected and confirmed in all respectsunchanged, except that on and after the Effective Date, all references as otherwise expressly set forth in any such Loan Document to “the Loan this Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does Agreement is not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations intended to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Documentbe, and shall not be construed to constitute, a novation of any or all of the Loan Documents, nor is it intended to create or constitute a modification of the Loan or the Loan Documents (except as otherwise expressly set forth herein) or a release or relinquishment of, and shall not affect in any way, the liens, security interests and rights thereunder, all of which are hereby ratified, confirmed, renewed, and extended by Borrower in all respects. Borrower reaffirms to Lender each of the representations, warranties, covenants, and agreements of Borrower set forth in the Loan Documents, with the same force and effect as if each were separately stated herein and made as of the date hereof and the Effective Date (subject to any changes permitted by the terms of the Loan Documents), other than representations, warranties, covenants, and agreements that relate to matters which by their nature can no longer be true and correct as a substitution or novation result of the Secured Obligations passage of time. Except as may specifically be modified by this Agreement: (i) ▇▇▇▇▇▇▇▇ agrees to comply with all terms and provisions of the Loan Documents to which it is a party; and (ii) the provisions of the other Loan Documents shall remain unmodified and in full force and effecteffect except as set forth herein.

Appears in 2 contracts

Sources: Forbearance Agreement and Omnibus Amendment (Bess Lane), Forbearance Agreement (Bess Lane)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as of the case may be, in each case, pursuant to any Loan Document, hereby Reaffirming Parties hereby: (a) confirmsconsents to this Agreement and the transactions contemplated hereby and hereby confirms its guarantees, ratifies pledges, grants of security interests, acknowledgments, obligations and reaffirms all of its payment and performance obligations, contingent or otherwise, consents under the Loan Collateral Agreement and each the other Security Documents and the other Loan Document Documents to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party isnotwithstanding the effectiveness of this Agreement and the consummation of the transactions contemplated hereby, such guarantees, pledges, grants of security interests, acknowledgments, obligations and consents shall be, and shall continue to be, in full force and effect except as expressly set forth herein, (b) ratifies the Security Documents and the other Loan Documents to which it is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and a party, (c) confirms that all of the Liens and agrees that, to security interests created and arising under the extent that any Loan Document Security Documents to which it is a party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except effect on a continuous basis, unimpaired, uninterrupted and undischarged, and having the same perfected status and priority as collateral security for the Obligations as existed prior to giving effect to this Agreement, (d) agrees that each of the representations and warranties made by each Reaffirming Party in the Security Documents to which it is a party is true and correct as to it in all material respects on and as of the date hereof (unless any such representation or warranty expressly provided hereinrelates to a given date, the executionin which case such representation or warranty was true and correct in all material respects as of such given date), delivery and effectiveness of this Amendment and (e) agrees that it shall not operate as a waiver of take any right, power or remedy of action reasonably requested by the Administrative Agent in order to confirm or any Lender under any Loan Document, shall not constitute a waiver effect the intent of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectthis Agreement.

Appears in 2 contracts

Sources: Replacement Term Loan Amendment (Generac Holdings Inc.), Replacement Term Loan Amendment (Generac Holdings Inc.)

Reaffirmation. Each Obligorof the Borrower and each Guarantor identified on the signature pages hereto (collectively, the “Reaffirming Loan Parties”) hereby acknowledges that it expects to receive substantial direct and indirect benefits as a result of this Agreement and the transactions contemplated hereby. Each Reaffirming Loan Party hereby consents to this Agreement and the transactions contemplated hereby, and hereby confirms its respective guarantees (including in respect of the Incremental Term Loans), pledges and grants of security interests, as debtorapplicable, grantorunder each of the Loan Documents to which it is party, pledgorand agrees that, guarantornotwithstanding the effectiveness of this Agreement and the transactions contemplated hereby, assignorsuch guarantees, or in any other similar capacity in which such Person pledges and grants liens or of security interests shall continue to be in its property full force and effect and shall accrue to the benefit of the Secured Parties (including in respect of the Incremental Term Loan Lenders). Each of the Reaffirming Loan Parties agrees that, neither the modification of the Credit Agreement effected pursuant to the Agreement nor the execution, delivery, performance or otherwise acts as accommodation party effectiveness of this Agreement (a) impairs the validity, effectiveness or guarantor, as the case may be, in each case, priority of Liens granted pursuant to any Loan Document, hereby and such Liens continue unimpaired with the same priority to secure repayment of all Obligations (a) confirms, ratifies as defined in the Guarantee and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Collateral Agreement and each other Loan Document to which it is a party (after giving effect heretoincluding the Incremental Term Loan), whether heretofore or hereafter incurred or (b) confirms require that any new filings be made or other action taken to perfect or to maintain the perfection of such Liens. Each of the Reaffirming Loan Parties further agrees to take any action that may be required or that is reasonably requested by the Administrative Agent to effect the purposes of this Agreement, the transactions contemplated hereby or the Loan Documents and agrees that hereby reaffirms its obligations under each provision of each Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effect.

Appears in 2 contracts

Sources: Term Loan Credit Agreement (T-Mobile US, Inc.), Term Loan Facility Amendment (T-Mobile US, Inc.)

Reaffirmation. The execution and delivery of this Amendment shall not operate as a waiver of any right, power or remedy of the Lenders, or constitute a waiver of any provision of the Facility Agreement or any other Loan Document. Each Obligorof the Borrower and the Guarantors signatory hereto, as issuer, debtor, grantor, pledgor, guarantormortgagor, guarantor or assignor, or in other any other similar capacity in which such Person grants liens Liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (ai) confirmsacknowledges and agrees that it has reviewed this Amendment, (ii) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Agreement and each other Loan Document Documents (as amended hereby) to which it is a party (after giving effect hereto), and (biii) to the extent such Person granted Liens on or security interests in any of its property pursuant to any such Loan Document as security for or otherwise guaranteed the Obligations under or with respect to the Loan Documents, ratifies and reaffirms such guarantee and grant of security interests and Liens and confirms and agrees that each such security interests and Liens hereafter secure all of the Obligations. Each of the Borrower and the Guarantors hereby consents to this Amendment and acknowledges that this Amendment is a Loan Document to which it is a party is, and shall continue to be, that each of the Loan Documents (as amended hereby) remains in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in reaffirmed. Neither this Amendment nor any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words prior amendment of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Documents shall be construed or deemed to be a satisfaction, novation, cure, modification, amendment or release of any obligations (including the Obligations), the Facility Agreement (as amended hereby) and or any of the other Loan Documents, Documents or otherwise guaranteed the Secured Obligations under or establish a course of conduct with respect to the Loan Documentsfuture requests for amendments, such guarantee, pledge, assignment and/or grant of the security interest modifications or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectconsents.

Appears in 2 contracts

Sources: Facility Agreement (Neos Therapeutics, Inc.), Facility Agreement (Aytu Bioscience, Inc)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirmsTo induce the Lenders and the Administrative Agent to enter into this Amendment, ratifies each of the Loan Parties and Gibraltar Holdings hereby acknowledges and reaffirms all of its payment and performance obligations, contingent or otherwise, obligations under the Loan Agreement and each other Loan Document to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the date hereof. The Borrower acknowledges and agrees that each of the Loan Documents to which it is a party is, and or otherwise bound shall continue to be, in full force and effect and that all of its obligations thereunder shall not be impaired or limited by the execution or effectiveness of this Amendment. (b) In furtherance of the foregoing clause (a), each Reaffirming Party that is hereby ratified and confirmed party to any Security Document, in all respects, except that on and after the Effective Date, all references in any such Loan Document to its capacity as a the Loan Agreement”, the “Agreementgrantor”, “thereto”, “thereof”, “thereunderpledgor” or words of like import referring other similar capacity under such Security Document, hereby acknowledges that it has reviewed and consents to the Loan Agreement shall mean terms and conditions of this Amendment and the Loan Agreement as amended transactions contemplated hereby. In addition, each Reaffirming Party reaffirms the security interests granted by this Amendment, such Reaffirming Party under the terms and conditions of the Security Documents (c) confirms and agrees thatin each case, to the extent a party thereto) to secure the Secured Obligations and agrees that any Loan such security interests remain in full force and effect and are hereby ratified, reaffirmed and confirmed. Each Reaffirming Party hereby (i) confirms that each Security Document to which it is a party purports or is otherwise bound and all Collateral encumbered thereby will continue to assign or pledge secure, to the Administrative Agentfullest extent possible in accordance with the Security Documents, the payment and performance of the Secured Obligations, including without limitation the payment and performance of all such applicable Secured Obligations that are joint and several obligations of each Guarantor and each Reaffirming Party now or hereafter existing, in each case pursuant to the terms of the Security Documents such Reaffirming Party is a party to, (ii) confirms its respective grant to the Collateral Trustee for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit Parties of the Secured Partiessecurity interest in and continuing Lien on all of such Reaffirming Party’s right, title and interest in, to and under all Collateral to which such Reaffirming Party granted a security interest in or and a continuing Lien on any Collateral pursuant to the terms of the Security Documents to which such Reaffirming Party is party to, in each case whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of all applicable Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan DocumentsObligations, or otherwise guaranteed the Secured Obligations under or with respect subject to the terms contained in the applicable Loan DocumentsDocuments and (iii) confirms its respective pledges, such guaranteegrants of security interests and other obligations, pledgeas applicable, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed under and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations subject to repay the Advances in accordance with the terms of Loan Agreement or the obligations each of the Obligors under any Loan Document Security Documents to which they are it is a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effect.

Appears in 2 contracts

Sources: Credit Agreement (Peabody Energy Corp), Credit Agreement (Peabody Energy Corp)

Reaffirmation. Each Obligorof the Reaffirming Parties hereby: (i) consents to this Amendment and the transactions contemplated thereby and hereby confirms its guarantees, as debtorpledges, grantorgrants of security interests, pledgoracknowledgments, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies obligations and reaffirms all of its payment and performance obligations, contingent or otherwise, consents under the Loan Guarantee and Collateral Agreement and each the other Security Documents and Loan Document Documents to which it is a party (after giving effect hereto)party, (b) confirms in each case as amended hereby. and agrees that each Loan Document to which it is a party isnotwithstanding the effectiveness of this Amendment and the consummation of the transactions contemplated thereby, such guarantees, pledges, grants of security interests, acknowledgments, obligations and consents shall be, and shall continue to be, in full force and effect except as expressly set forth herein, (ii) ratifies the Security Documents and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such other Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document Documents to which it is party purports to assign or pledge to the Administrative Agenta party, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (each case as amended hereby, (iii) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not Liens and shall not affect any of security interests created and arising under the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall Security Documents remain in full force and effect. Except effect on a continuous basis, unimpaired, uninterrupted and undischarged, and having the same perfected status and priority as collateral security for the Obligations as existed prior to giving effect to this Amendment, except as expressly provided set forth herein, (iv) agrees that each of the representations and warranties made by each Reaffirming Party in the Security Documents is true and correct as to it in all material respects on and as of the date hereof (unless any such representation or warranty expressly relates to a given date, the executionin which case such representation or warranty was true and correct in all material respects as of such given date), delivery and effectiveness of this Amendment and (v) agrees that it shall not operate as a waiver of take any right, power or remedy of action reasonably requested by the Administrative Agent in order to confirm or any Lender under any Loan Document, shall not constitute a waiver effect the intent of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectthis Agreement.

Appears in 1 contract

Sources: Credit Agreement (Wolverine World Wide Inc /De/)

Reaffirmation. Each ObligorThe Borrower, as debtoron behalf of each of the Loan Parties, grantorhereby: i. consents to this Amendment and the transactions contemplated hereby and hereby confirms its guarantees, pledgorpledges, guarantorgrants of security interests, assignoracknowledgments, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies obligations and reaffirms all of its payment and performance obligations, contingent or otherwise, consents under the Loan Guarantee and Collateral Agreement and each the other Security Documents and the other Loan Document Documents to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party isnotwithstanding the effectiveness of this Amendment and the consummation of the transactions contemplated hereby, such guarantees, pledges, grants of security interests, acknowledgments, obligations and consents shall be, and shall continue to be, in full force and effect except as expressly set forth herein, ii. ratifies the Security Documents and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such other Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document Documents to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and party, iii. confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not Liens and shall not affect any of security interests created and arising under the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document Security Documents to which they are it is a party, all of which obligations shall party remain in full force and effecteffect on a continuous basis, unimpaired, uninterrupted and undischarged, and having the same perfected status and priority as collateral security for the Obligations as existed prior to giving effect to this Amendment, iv. Except agrees that each of the representations and warranties made by each Loan Party in the Security Documents to which it is a party is true and correct as to it in all material respects on and as of the date hereof (unless any such representation or warranty expressly provided hereinrelates to a given date, the executionin which case such representation or warranty was true and correct in all material respects as of such given date), delivery and effectiveness of this Amendment and v. agrees that it shall not operate as a waiver of take any right, power or remedy of action reasonably requested by the Administrative Agent in order to confirm or any Lender under any Loan Document, shall not constitute a waiver effect the intent of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectthis Amendment.

Appears in 1 contract

Sources: Term Loan Amendment (Horizon Global Corp)

Reaffirmation. Except as expressly amended hereby, all of the terms and provisions of the Credit Agreement and all other Loan Documents are and shall remain in full force and effect and are hereby ratified and confirmed. In furtherance of the foregoing, each of the Loan Parties party hereto hereby irrevocably and unconditionally ratifies its guarantee of the Obligations and grant of security interest and pledge under the Guaranty and Security Agreement and each Loan Document and confirms that the liens, 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. Each Obligorof the Loan Parties hereto, as debtor, grantor, pledgormortgagor, ▇▇▇▇▇▇▇, guarantor, assignor, or in any other similar capacity in which such Person Loan Party grants liens or security interests in its property or otherwise acts as accommodation party party, guarantor, or guarantorindemnitor, as the case may be, in each case, pursuant to any Loan Document, hereby (ai) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Agreement and each other Loan Document Documents to which it is a party (after giving effect hereto), ) and (bii) confirms and agrees that each to the extent such Loan Document Party granted liens on or security interests in any of its property pursuant to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, ratifies and reaffirms such guarantee, pledge, assignment and/or guarantee and grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects liens and confirms and agrees that such guaranteeguarantee includes, pledgeand such security interests and liens hereafter secure, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not For the avoidance of doubt, (i) the ratification and shall not affect any of reaffirmation by the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances Loan Parties in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, Section 10 shall not constitute a waiver new grant of any provision of any Loan Document, security interests and shall not be construed as a substitution or novation (ii) the consent of the Secured Obligations which shall remain in full force and effectLoan Parties (other than the Borrower) is not required for this Amendment.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Team Inc)

Reaffirmation. Each ObligorExcept as expressly amended hereby, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment the terms and performance obligations, contingent or otherwise, under conditions of the Loan Agreement and each the other Loan Documents are hereby ratified and confirmed and continue unchanged and in full force and effect. This Amendment shall be deemed incorporated into and made a part of the Loan Agreement, and all references to the Loan Agreement in any Loan Document to which it is a party (including the Loan Agreement) shall mean the Loan Agreement as modified by this Amendment. The Loan Documents and this Amendment shall be construed as integrated and complementary of each other, and as augmenting and not restricting Agent’s and/or Lender’s rights, remedies and security. If, after giving effect hereto)applying the foregoing, (b) an inconsistency still exists, the provisions of this Amendment shall control. Each Loan Party hereby also confirms and agrees that each ratifies in all respects the Lender Debt outstanding under the Loan Document to which it is a party isDocuments, and acknowledges that the Loan Documents shall continue in full force and effect as therein written except as amended hereby and that no claims, counterclaims, offsets or defenses arising out of or with respect to be, the Lender Debt under the Loan Documents exist. Each Loan Party hereby confirms that all security interests at any time granted by it to Agent continue in full force and effect and secure and shall continue to secure the Lender Debt, so long as any such liabilities or obligations remain outstanding and that all property subject thereto remain free and clear of any liens or encumbrances other than Permitted Liens. Nothing herein contained is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references intended to in any such Loan Document to “manner impair or limit the Loan Agreement”validity, the “Agreement”, “thereto”, “thereof”, “thereunder” or words priority and extent of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a ’s existing security interest in or Lien on any Collateral as security for and liens upon the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectCollateral.

Appears in 1 contract

Sources: Revolving Loan and Security Agreement (Enzo Biochem Inc)

Reaffirmation. (a) Each ObligorLoan Party hereby (i) expressly acknowledges the terms of the Credit Agreement, as debtor(ii) ratifies and affirms its obligations under the Loan Documents (including guarantees and security agreements) executed by the undersigned, grantor(iii) acknowledges, pledgorrenews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect, guarantor, assignor, or (iv) agrees that each Security Document secures all Obligations of the Loan Parties in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as accordance with the case may be, in each case, pursuant to terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Document, hereby (a) confirms, . Each Loan Party ratifies and reaffirms confirms that all of its payment and performance obligationsLiens granted, contingent conveyed, or otherwise, under assigned to the Loan Agreement and Administrative Agent by such Person pursuant to each other Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations. (b) Each Loan Party hereby reaffirms, as of the First Amendment Effective Date, (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 hereto)to this Amendment and the transactions contemplated thereby, and (bii) its guarantee of payment of the Obligations pursuant to Article VII of the Credit Agreement and its grant of Liens on the Collateral to secure the Obligations. (c) Each Loan Party further confirms and agrees that each Loan Document to which it is a party is, is and shall continue to be, be in full force and effect and is the same are hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such . (d) Each Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is Party hereby ratified, reaffirmed and confirmed in all respects and confirms acknowledges and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of acceptance by the Administrative Agent or any and each applicable Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and this document shall not be construed as a substitution in any manner to establish any course of dealing on such Person’s part, including the providing of any notice or novation the requesting of the Secured Obligations which shall remain any acknowledgment not otherwise expressly provided for in full force and effectany Loan Document with respect to any future amendment, waiver, supplement or other modification to any Loan Document or any arrangement contemplated by any Loan Document.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Covia Holdings Corp)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as of the case may be, in each case, pursuant to any Loan Document, Parties hereby agrees that (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Document with respect to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party isparty, after giving effect to this Amendment and shall continue to bethe transactions contemplated hereunder, all of its obligations, liabilities and indebtedness under such Loan Document, including guarantee obligations, are hereby confirmed and reaffirmed and shall, except as expressly set forth herein, remain unmodified and in full force and effect on a continuous basis and is hereby ratified and confirmed in all respects(b) nothing contained herein shall (i) create a course of dealing or (ii) except as expressly set forth herein, except that on and after constitute amendments of the Effective Date, all references in any such Loan Document to “the Loan Existing Credit Agreement, the “Agreement”, “thereto”, “thereof”, “thereunder” other Loan Documents or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan indebtedness described therein. The Existing Credit Agreement (as amended hereby) and the each other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect Document shall continue to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain be in full force and effecteffect and are hereby in all respects ratified and confirmed. Except as expressly provided hereinWithout limiting the generality of the foregoing, each Borrower and each Guarantor (collectively, the execution, delivery “Grantors” and effectiveness of this Amendment shall not operate each a “Grantor”) reaffirms its obligations as a waiver grantor under the Security Agreement, including without limitation the grant pursuant to Section 1 of any right, power or remedy the Security Agreement of a security interest to the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation for the benefit of the Secured Parties in (and the collateral assignment to the Administrative Agent for the benefit of the Secured Parties of) the property and property rights constituting Collateral (as defined in Section 1 of the Security Agreement) of such Grantor or in which such Grantor has or may have or acquire an interest or the power to transfer rights therein, whether now owned or existing or hereafter created, acquired or arising and wheresoever located, as security for the payment and performance of such Grantor’s respective Secured Obligations which shall remain (as defined in full force and effectthe Security Agreement).

Appears in 1 contract

Sources: Credit Agreement (Construction Partners, Inc.)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in Loan Party hereby (i) reaffirms its property or otherwise acts as accommodation party or guarantor, as prior grant and the case may be, in each case, validity of the Liens granted by it pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Document to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, Collateral Documents for the benefit of the Secured Parties, or (ii) affirms, acknowledges and confirms that, notwithstanding the effectiveness of this Fifth Amendment, after giving effect to grant this Fifth Amendment, the Loan Guaranty and the Liens created pursuant to the Administrative Agent, Loan Guaranty and the Collateral Documents for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time Parties continue to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain be in full force and effecteffect after giving effect to this Fifth Amendment and shall extend to secure and guarantee (as the case may be) the Obligations under (and as defined in) the Credit Agreement and (iii) agrees that the Obligations under the Credit Agreement are included in the Secured Obligations. Except Each of the parties hereto acknowledges that the terms of this Fifth Amendment do not constitute a novation but, rather, an amendment of the terms of a pre-existing Indebtedness and related agreement, as expressly provided herein, the execution, delivery and effectiveness . The execution of this Fifth Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan DocumentLenders, shall not constitute a waiver of any provision of any of the Loan Document, and shall not be construed as Documents or serve to effect a substitution or novation of the Secured Obligations which Obligations, nor in any way limit, impair or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the Loan Documents. Nothing herein shall remain be deemed to entitle Holdings or the Lead Borrower to a further consent to, or a further waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in full force and effectthe Credit Agreement or any other Loan Document in similar or different circumstances.

Appears in 1 contract

Sources: Credit Agreement (SB/RH Holdings, LLC)

Reaffirmation. Each Obligorof the Loan Parties, as if and to the extent it is a borrower, debtor, grantor, pledgor, guarantor, assignorpledgor or guarantor under any of the Loan Documents, or in any other similar capacity in which such Person grants has otherwise granted liens or security interests in any of its property pursuant to as security for the Obligations or has otherwise acts acted as accommodation party or guarantorguarantor of the Obligations pursuant thereto, as the case may be, in each case, pursuant to any Loan Document, hereby (ai) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Agreement and each other Loan Document Documents to which it is a party party; (after giving effect hereto)ii)ratifies and reaffirms its grant of security interests and liens and guarantee under the Loan Documents, (b) as applicable, and confirms and agrees that such security interests, liens and guarantee hereafter secure all of the Obligations as amended hereby; and (iii) ratifies and reaffirms the validity and enforceability of each appointment of the Administrative Agent as its proxy and true and lawful attorney-in-fact under each applicable Loan Document (in each case, in accordance with the terms of such applicable Loan Document) and, as of the date hereof, reappoints the Administrative Agent as its proxy and true and lawful attorney-in-fact in accordance with the terms of and subject to any limitations contained in each applicable Loan Document, which it appointment is a party isIRREVOCABLE and coupled with an interest, for the purposes expressly set forth in the applicable Loan Documents. Each of the Loan Parties hereby consents to this Amendment and shall continue to beacknowledges that, except as amended by this Amendment, each of the Loan Documents remains in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effectreaffirmed. Except as expressly provided hereinspecifically amended hereby, the execution, delivery and effectiveness execution of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan DocumentLenders, shall not constitute a waiver of any provision of any of the Loan Document, and shall not be construed as Documents or serve to effect a substitution or novation of the Secured Obligations which shall remain in full force and effectObligations.

Appears in 1 contract

Sources: Incremental Amendment to Amended and Restated Credit Agreement (Cra International, Inc.)

Reaffirmation. (a) Each ObligorLoan Party hereby (i) expressly acknowledges the terms of the Credit Agreement, as debtor(ii) ratifies and affirms its obligations under the Loan Documents (including guarantees and security agreements) executed by the undersigned, grantor(iii) acknowledges, pledgorrenews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect, guarantor, assignor, or (iv) agrees that each Security Document secures all Obligations of the Loan Parties in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as accordance with the case may be, in each case, pursuant to terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Document, hereby (a) confirms, . Each Loan Party ratifies and reaffirms confirms that all of its payment and performance obligationsLiens granted, contingent conveyed, or otherwise, under assigned to the Loan Agreement and Administrative Agent by such Person pursuant to each other Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations. (b) Each Loan Party hereby reaffirms, as of the Seventh Amendment Effective Date, (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 heretoto this Amendment and the transactions contemplated thereby, and (ii) as applicable with respect to Domestic Loan Parties, its guarantee of payment of the Obligations pursuant to Article IX of the Credit Agreement and its grant of Liens on the Collateral to secure the Obligations. (c) Each Loan Party hereby certifies that, as of the date hereof (immediately after giving effect to the occurrence of the Seventh Amendment Effective Date and the effectiveness of the Amendment), the representations and warranties made by it contained in the Loan Documents to which it is a party are true and correct in all material respects with the same effect as if made on the date hereof, except to the extent any such representation or warranty refers or pertains solely to a date prior to the date hereof (bin which case such representation and warranty was true and correct in all material respects as of such earlier date). (d) Each Loan Party further confirms and agrees that each Loan Document to which it is a party is, is and shall continue to be, be in full force and effect and is the same are hereby ratified and confirmed in all respects, except that on and after respects (in the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit case of the Secured PartiesCredit Agreement, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral each case as security for the Secured Obligations of the Obligors from time to time existing in respect of the modified hereby). (e) Each Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is Party hereby ratified, reaffirmed and confirmed in all respects and confirms acknowledges and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of acceptance by the Administrative Agent or any and each applicable Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and this document shall not be construed as a substitution in any manner to establish any course of dealing on such Person’s part, including the providing of any notice or novation the requesting of the Secured Obligations which shall remain any acknowledgment not otherwise expressly provided for in full force and effectany Loan Document with respect to any future amendment, waiver, supplement or other modification to any Loan Document or any arrangement contemplated by any Loan Document.

Appears in 1 contract

Sources: Credit Agreement (DIEBOLD NIXDORF, Inc)

Reaffirmation. Each ObligorBy executing and delivering a counterpart hereof, (i) each Credit Party hereby agrees that, as debtorof the Tenth Amendment Effective Date and after giving effect to this Tenth Amendment and the transactions contemplated hereby, grantorall Obligations of the Borrower (including, pledgorwithout limitation, guarantorthe 2019 Incremental Term Loans shall be guaranteed pursuant to the Guarantee in accordance with the terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) each Credit Party hereby (A) agrees that, assignornotwithstanding the effectiveness of this Tenth Amendment, or as of the Tenth Amendment Effective Date and after giving effect thereto, the Security Documents continue to be in any other similar capacity in which such Person grants liens or full force and effect, (B) agrees that, as of the Tenth Amendment Effective Date and after giving effect to this Tenth Amendment and the transactions contemplated hereby, all of the Liens and security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in created and arising under each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Security Document to which it is a party remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (as modified hereby) to which it is a party, in each case after giving effect hereto)to this Tenth Amendment and the transactions contemplated hereby, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Security Documents (bas modified hereby) confirms and agrees that each Loan Document to which it is a party isto secure such Obligations, all as provided in the Security Documents (as modified hereby), and shall acknowledges and agrees that, as of the Tenth Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendmentrespect of, and (c) confirms and agrees thatto secure, to such Obligations under the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Credit Agreement (as amended hereby) and the other Loan Credit Documents, in each case after giving effect to this Tenth Amendment and the incurrence of the 2019 Incremental Term Loans effected hereby and the other transactions contemplated hereby; and (iii) each Guarantor agrees that nothing in the Credit Agreement, this Tenth Amendment or otherwise guaranteed any other Credit Document shall be deemed to require the Secured Obligations under or with respect consent of such Guarantor to any future amendment to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectCredit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Vistra Energy Corp.)

Reaffirmation. Each Obligor(a) To induce the parties hereto to enter into this Second Amendment, each of the Credit Parties hereby acknowledges and reaffirms its obligations under each Credit Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as debtorapplicable, grantorcontained therein, pledgorin each case, guarantoras amended, assignorrestated, supplemented or otherwise modified prior to or as of the date hereof. Each Borrower acknowledges and agrees that each of the Credit Documents to which it is a party or otherwise bound shall continue in full force and effect, that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Second Amendment. (b) In furtherance of the foregoing Section 6(a), each Credit Party, in its capacity as a Guarantor under any other similar Guaranty to which it is a party (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Guaranteed Obligations under the terms and conditions of such Guaranty and agrees that such Guaranty remains in full force and effect to the extent set forth in such Guaranty and after giving effect to this Second Amendment. Each Reaffirming Loan Guarantor hereby confirms that it consents to the terms of this Second Amendment and the Credit Agreement. Each Reaffirming Loan Guarantor hereby (i) confirms that each Credit Document to which it is a party or is AMERICAS 93967095 otherwise bound will continue to guarantee to the fullest extent possible in accordance with the Credit Documents, the payment and performance of the Guaranteed Obligations, including, without limitation, the payment and performance of all such applicable Guaranteed Obligations that are joint and several obligations of each Guarantor now or hereafter existing; (ii) acknowledges and agrees that its Guaranty and each of the Credit Documents to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Second Amendment; and (iii) acknowledges, agrees and warrants for the benefit of the Agent and each Secured Party that there are no rights of set-off or counterclaim, nor any defenses of any kind, whether legal, equitable or otherwise, that would enable such Reaffirming Loan Guarantor to avoid or delay timely performance of its obligations under the Credit Documents. (c) In furtherance of the foregoing Section 6(a), each of the Credit Parties that is party to any Collateral Document, in its capacity as a Grantor (as defined in which such Person grants liens or Collateral Document) under such Collateral Document (in such capacity, each a “Reaffirming Grantor”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Second Amendment and the transactions contemplated hereby. In addition, each Reaffirming Grantor reaffirms the security interests granted by such Reaffirming Grantor under the terms and conditions of the Security Agreement and each other Credit Document (in its property or otherwise acts as accommodation each case, to the extent a party thereto) to secure the Obligations and agrees that such security interests remain in full force and effect. Each Reaffirming Grantor hereby (i) confirms that each Collateral Document to which it is a party or guarantoris otherwise bound and all Collateral encumbered thereby will continue to secure, to the fullest extent possible in accordance with the Collateral Documents, the payment and performance of the Obligations, as the case may be, in each caseincluding, pursuant to any Loan Documentwithout limitation, hereby (a) confirms, ratifies and reaffirms all of its the payment and performance obligations, contingent of all such applicable Obligations that are joint and several obligations of each Guarantor and Grantor now or otherwise, under the Loan Agreement and each other Loan Document to which it is a party (after giving effect hereto)hereafter existing, (bii) confirms and agrees that each Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring its respective grant to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, Collateral Agent for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant Parties of the security interest in and continuing Lien on all of such Grantor’s right, title and interest in, to and under all Collateral, in each case, whether now owned or Lien is hereby ratifiedexisting or hereafter acquired or arising and wherever located, as collateral security for the prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of all applicable Obligations (including all such Obligations as amended, reaffirmed and/or increased pursuant to this Second Amendment), subject to the terms contained in the applicable Credit Documents, and confirmed in all respects (iii) confirms its respective pledges, grants of security interests and confirms other obligations, as applicable, under and subject to the terms of each of the Collateral Documents to which it is a party. (d) Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Second Amendment, such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does Guarantor is not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with required by the terms of Loan the Credit Agreement or any other Credit Document to consent to this Second Amendment and (ii) nothing in the obligations Credit Agreement, this Second Amendment or any other Credit Document shall be deemed to require the consent of such Guarantor to any future amendment, consent or waiver of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy terms of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectCredit Agreement.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Priority Technology Holdings, Inc.)

Reaffirmation. Each ObligorThe parties hereto acknowledge and agree that (i) this Fifth Amendment, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation, or termination of the obligations of the Borrower and the Subsidiary Guarantors under the Credit Agreement as in effect prior to the Fifth Amendment Effective Date (collectively, the “Obligations”) and (ii) such Obligations are in all respects continuing (as amended by this Fifth Amendment) with only the terms thereof being modified to the extent provided in this Fifth Amendment. Each of the Borrower and the Subsidiary Guarantors hereby consents to the entering into the Fifth Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party (after giving effect hereto)and each of the other Loan Documents to which it is party, (b) confirms and agrees that that, notwithstanding the effectiveness of the Fifth Amendment or any of the transactions contemplated hereby, such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each Loan Document of the other Security Documents to which it is a party isand each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be, be in full force and effect and is hereby ratified and confirmed in shall continue to secure all respectsGuaranteed Obligations, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratifiedamended, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of modified pursuant to the security interest Fifth Amendment or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effecttransactions contemplated thereby.

Appears in 1 contract

Sources: Credit Agreement (NRG Energy, Inc.)

Reaffirmation. Each Obligor(a) To induce the Lenders party hereto and Administrative Agent to enter into this First Amendment, each of the Credit Parties hereby acknowledges and reaffirms its obligations under each Credit Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as debtorapplicable, grantorcontained therein, pledgorin each case, guarantoras amended, assignorrestated, supplemented or otherwise modified prior to or as of the date hereof (collectively, the “Reaffirmed Documents”). Each Borrower acknowledges and agrees that each of the Credit Documents to which it is a party or otherwise bound shall continue in full force and effect, that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this First Amendment. (b) In furtherance of the foregoing Section 6(a), each Credit Party, in its capacity as a Guarantor under any other similar Guaranty to which it is a party (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Guaranteed Obligations under the terms and conditions of such Guaranty and agrees that such Guaranty remains in full force and effect to the extent set forth in such Guaranty and after giving effect to this First Amendment. Each Reaffirming Loan Guarantor hereby confirms that it consents to the terms of this First Amendment and the Credit Agreement. Each Reaffirming Loan Guarantor hereby (i) confirms that each Credit Document to which it is a party or is otherwise bound will continue to guarantee to the fullest extent possible in accordance with the Credit Documents, the payment and performance of the Guaranteed Obligations, including, without limitation, the payment and performance of all such applicable Guaranteed Obligations that are joint and several obligations of each Guarantor now or hereafter existing; (ii) acknowledges and agrees that its Guaranty and each of the Credit Documents to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this First Amendment; and (iii) acknowledges, agrees and warrants for the benefit of the Administrative Agent, the Collateral Agent and each Secured Party that there are no rights of set-off or counterclaim, nor any defenses of any kind, whether legal, equitable or otherwise, that would enable such Reaffirming Loan Guarantor to avoid or delay timely performance of its obligations under the Credit Documents. (c) In furtherance of the foregoing Section 6(a), each of the Credit Parties that is party to any Collateral Document, in its capacity as a Grantor (as defined in which such Person grants liens or Collateral Document) under such Collateral Document (in such capacity, each a “Reaffirming Grantor”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this First Amendment and the transactions contemplated hereby. In addition, each Reaffirming Grantor reaffirms the security interests granted by such Reaffirming Grantor under the terms and conditions of the Security Agreement and each other Credit Document (in its property or otherwise acts as accommodation each case, to the extent a party thereto) to secure the Obligations and agrees that such security interests remain in full force and effect. Each Reaffirming Grantor hereby (i) confirms that each Collateral Document to which it is a party or guarantoris otherwise bound and all Collateral encumbered thereby will continue to secure, to the fullest extent possible in accordance with the Collateral Documents, the payment and performance of the Obligations, as the case may be, in each caseincluding, pursuant to any Loan Documentwithout limitation, hereby (a) confirms, ratifies and reaffirms all of its the payment and performance obligations, contingent of all such applicable Obligations that are joint and several obligations of each Guarantor and Grantor now or otherwise, under the Loan Agreement and each other Loan Document to which it is a party (after giving effect hereto)hereafter existing, (bii) confirms and agrees that each Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring its respective grant to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, Collateral Agent for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant Parties of the security interest in and continuing Lien on all of such Grantor’s right, title and interest in, to and under all Collateral, in each case, whether now owned or Lien is hereby ratifiedexisting or hereafter acquired or arising and wherever located, as collateral security for the prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of all applicable Obligations (including all such Obligations as amended, reaffirmed and/or increased pursuant to this First Amendment), subject to the terms contained in the applicable Credit Documents, and confirmed in all respects (iii) confirms its respective pledges, grants of security interests and confirms other obligations, as applicable, under and subject to the terms of each of the Collateral Documents to which it is a party. (d) Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this First Amendment, such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does Guarantor is not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with required by the terms of Loan the Credit Agreement or any other Credit Document to consent to this First Amendment and (ii) nothing in the obligations Credit Agreement, this First Amendment or any other Credit Document shall be deemed to require the consent of such Guarantor to any future amendment, consent or waiver of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy terms of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectCredit Agreement.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Priority Technology Holdings, Inc.)

Reaffirmation. (A) Each Obligorof Holdings, as debtorthe Borrowers and the Subsidiary Guarantors (each, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, a “Reaffirming Party”) hereby (a) confirmsaffirms and confirms its guarantees, ratifies pledges, grants of Liens, covenants, agreements and reaffirms all of its payment and performance obligations, contingent or otherwise, other commitments under the Loan Agreement and each other Loan Document Documents to which it is a party (after giving effect hereto), and (b) confirms and agrees that (i) each Loan Document to which it is a party is, and shall continue to be, be in full force and effect and is hereby ratified (ii) all guarantees, pledges, grants of Liens, covenants, agreements and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “other commitments under the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring Documents shall continue to the Loan Agreement be in full force and effect and shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, accrue to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not Parties and shall not affect any be affected, impaired or discharged hereby or by the transactions contemplated hereby. (B) The representations and warranties of each Reaffirming Party set forth in the Loan Documents to which it is a party are, after giving effect to hereto, true and correct in all material respects on and as of the obligations Restatement Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date in which case they shall be true and correct in all material respects as of such earlier date. (C) After giving effect hereto, neither the restatement of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Original Credit Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, effected pursuant hereto nor the execution, delivery and delivery, performance or effectiveness of this Amendment shall not operate as a waiver of any rightRestatement Agreement (i) impairs the validity, power effectiveness or remedy priority of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of Liens granted pursuant to any Loan Document, and shall not such Liens continue unimpaired with the same priority to secure repayment of all Secured Obligations, whether heretofore or hereafter incurred; or (ii) requires that any new filings be construed as a substitution made or novation other action taken to perfect or to maintain the perfection of the Secured Obligations which shall remain in full force and effectsuch Liens.

Appears in 1 contract

Sources: Credit Agreement (Lamar Advertising Co/New)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all Each of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Document to which it is a party (after giving effect hereto), (b) confirms and Parties hereby agrees that (a) with respect to each Loan Document to which it is a party isparty, after giving effect to this Amendment and shall continue to bethe transactions contemplated hereunder, all of its obligations, liabilities and indebtedness under such Loan Document, including guarantee obligations, are hereby confirmed and reaffirmed and shall, except as expressly set forth herein, remain unmodified and in full force and effect on a continuous basis and is hereby ratified and confirmed in all respects(b) nothing contained herein shall (i) create a course of dealing or (ii) except as expressly set forth herein, except that on and after constitute amendments of the Effective Date, all references in any such Loan Document to “the Loan Existing Credit Agreement, the Existing Security Agreement, “thereto”, “thereof”, “thereunder” the other Loan Documents or words of like import referring to the Loan any indebtedness described therein. The Existing Credit Agreement shall mean the Loan Agreement (as amended by this Amendmenthereby), and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Existing Security Agreement (as amended hereby) and the each other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect Document shall continue to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain be in full force and effect. Except as expressly provided hereineffect and are hereby in all respects ratified and confirmed. (b) Without limiting the generality of the foregoing, each Borrower and each Guarantor (collectively, the execution, delivery “Grantors” and effectiveness of this Amendment shall not operate each a “Grantor”) reaffirms its obligations as a waiver grantor under the Security Agreement, including without limitation the grant pursuant to Section 1 of any right, power or remedy the Security Agreement of a security interest to the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation for the benefit of the Secured Parties in (and the collateral assignment to the Administrative Agent for the benefit of the Secured Parties of) the property and property rights constituting Collateral (as defined in Section 1 of the Security Agreement) of such Grantor or in which such Grantor has or may have or acquire an interest or the power to transfer rights therein, whether now owned or existing or hereafter created, acquired or arising and wheresoever located, as security for the payment and performance of such Grantor’s respective Secured Obligations which shall remain (as defined in full force and effectthe Security Agreement).

Appears in 1 contract

Sources: Credit Agreement (Construction Partners, Inc.)

Reaffirmation. Each ObligorOther than with respect to the Specified Mortgage Releases, as debtor, grantor, pledgor, guarantor, assignor, or in the parties hereto acknowledge and agree that (i) this Sixth Amendment and any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation or termination of the Guaranteed Obligations of the Borrower and the Subsidiary Guarantors as in effect prior to the Amendment Effective Date and (ii) such Guaranteed Obligations are in all respects continuing (as amended by this Sixth Amendment) with only the terms thereof being modified to the extent provided in this Sixth Amendment. Other than with respect to the Specified Mortgage Releases, each of the Borrower and the Subsidiary Guarantors hereby consents to the entering into of this Sixth Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party (after giving effect hereto)and each of the other Loan Documents to which it is party, (b) confirms and agrees that that, notwithstanding the effectiveness of this Sixth Amendment or any of the transactions contemplated hereby, such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each Loan Document of the other Security Documents to which it is a party isand each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be, be in full force and effect and is hereby ratified and confirmed in shall continue to secure all respectsGuaranteed Obligations, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratifiedamended, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest modified pursuant to this Sixth Amendment or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effecttransactions contemplated thereby.

Appears in 1 contract

Sources: Credit Agreement (NRG Energy, Inc.)

Reaffirmation. Each ObligorThe Borrowers and other Loan Parties, as debtorguarantors, grantordebtors, pledgorgrantors, guarantorpledgors, assignorassignors, or in any other similar capacity capacities in which such Person grants parties guarantee the Obligations, grant liens or security interests in its property their properties or otherwise acts act as accommodation party or guarantorparties, as the case may be, in each case, pursuant to any case under the Loan DocumentDocuments, hereby (a) confirms, each ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, affirmative or negative, under the each of such existing Loan Agreement and each other Loan Document Documents to which it is a party (after giving effect hereto)and, (b) to the extent such party granted liens on or security interests in any of its properties pursuant to any such existing Loan Documents as security for the Borrowers' obligations under or with respect to the Agreement, each hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, in each case as if each reference in such existing Loan Document Documents to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Agreement and other Loan Documents as hereby amended. Each of the foregoing hereby acknowledges that each of the Loan Documents remains in full force and effect and is hereby ratified and confirmed. The execution of this Amendment shall not operate as a novation, waiver of any right, power or remedy of Agent or any Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. The Loan Parties confirm and agree that the Agreement and the other Loan Documents and each and every covenant, condition, obligation, representation (except those representations which it is relate only to a party isspecific date, which are confirmed as of such date only), warranty and provision set forth therein are, and shall continue to be, in full force and effect and is are hereby confirmed, reaffirmed and ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effect.

Appears in 1 contract

Sources: Credit Agreement (Lund International Holdings Inc)

Reaffirmation. Each ObligorBy signing this Agreement, each Loan Party party hereto hereby confirms that, as debtorof the Third Amendment Effective Date, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all the obligations of its payment and performance obligations, contingent or otherwise, the Loan Parties under the Amended Credit Agreement and the other Loan Agreement Documents (i) are entitled to the benefits of the guarantees and Liens set forth or created in the Existing Credit Agreement, the Collateral Documents and each other Loan Document to which it is a party (after giving effect hereto)Documents, (bii) confirms constitute “Obligations” or other similar term for purposes of (and agrees that each as defined in, as applicable) the Existing Credit Agreement, the Collateral Documents and all other Loan Document to which it is a party isDocuments, and (iii) except as expressly set forth herein, the Collateral Documents and the other Loan Documents are, and shall continue to be, in full force and effect and is are hereby ratified and confirmed in all respects; and (b) each Continuing Term Loan Lender and the New Term Loan Lender shall be a “Secured Party” and a “Lender” (including without limitation for purposes of the definition of “Required Lenders” contained in Section 1.01 of the Amended Credit Agreement) for all purposes of the Amended Credit Agreement and the other Loan Documents. Each Loan Party party hereto hereby ratifies and confirms that, except that on and after as of the Third Amendment Effective Date, all references in any such Loan Document to “the Loan Agreement”Liens granted, the “Agreement”, “thereto”, “thereof”, “thereunder” conveyed or words of like import referring assigned to the Loan Agreement shall mean the Loan Agreement Administrative Agent or Collateral Agent, as amended applicable, by this Amendment, and (c) confirms and agrees that, such Person pursuant to the extent that any Loan Document to which it is a party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations. Except as expressly provided hereinEach Loan Party other than the Company acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Agreement, such Loan Party is not required by the terms of the Existing Credit Agreement or any other Loan Document to consent to this Agreement and (ii) nothing in the Existing Credit Agreement, the executionAmended Credit Agreement, delivery and effectiveness this Agreement or any other Loan Document shall be deemed to require the consent of this Amendment shall not operate as a such Loan Party to any future amendment, consent or waiver of any right, power or remedy the terms of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectAmended Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Azz Inc)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirmsAfter giving effect to the Third Amendment, ratifies (i) the Borrower reaffirms the covenants, pledges, grants of Liens and reaffirms all of its payment and performance obligations, contingent agreements or otherwise, under the Loan Agreement and other commitments contained in each other Loan Document to which it is a party (party, including, in each case, such covenants, pledges, grants of Liens and agreements or other commitments as in effect immediately after giving effect heretoto this Third Amendment and the transactions contemplated hereby, (ii) each Loan Guarantor reaffirms its guarantee of the Secured Obligations (including the Secured Obligations arising out of the incurrence of the 2019-1 Incremental Term Loans) and (iii) each of the Borrower and each Loan Guarantor reaffirms each Lien granted by it to the Collateral Agent for the benefit of the Secured Parties under each of the Loan Documents to which it is a party, which Liens shall continue in full force and effect during the term of the Credit Agreement as amended by the Third Amendment, and shall continue to secure the Secured Obligations (including the Secured Obligations arising out of the incurrence of the 2019-1 Incremental Term Loans), in each case, on and subject to the terms and conditions set forth in the Credit Agreement, as amended by the Third Amendment, and the other Loan Documents. (b) confirms Each of the Borrower and each Loan Guarantor hereby acknowledges and agrees that neither the modification of the Credit Agreement effected pursuant to this Third Amendment nor the execution, delivery, performance or effectiveness of this Third Amendment impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document and such Liens continue unimpaired with the same priority to secure repayment of all Secured Obligations, whether heretofore or hereafter incurred. (c) Each of the Borrower and each Loan Guarantor hereby acknowledges and agrees that (A) each Loan Document to which it is a party is, and shall continue to be, be in full force and effect and is hereby ratified (B) all guarantees, pledges, grants of Liens, covenants, agreements and confirmed in all respects, except that on and after the Effective Date, all references in any other commitments by such Loan Document to “Party under the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring Documents shall continue to the Loan Agreement be in full force and effect and shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, accrue to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, Parties and shall not be construed as a substitution affected, impaired or novation of discharged hereby or by the Secured Obligations which shall remain transactions contemplated in full force and effectthe Third Amendment.

Appears in 1 contract

Sources: First Lien Credit Agreement (Shift4 Payments, Inc.)

Reaffirmation. (a) Each ObligorLoan Party hereby (i) expressly acknowledges the terms of the Credit Agreement (as amended by this Amendment), as debtor(ii) ratifies and affirms its obligations under the Loan Documents (including guarantees and security agreements) executed by the undersigned, grantor(iii) acknowledges, pledgorrenews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect, guarantor, assignor, or (iv) agrees that each Security Document secures all Obligations of the Loan Parties in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as accordance with the case may be, in each case, pursuant to terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Document, hereby (a) confirms, . Each Loan Party ratifies and reaffirms confirms that all of its payment and performance obligationsLiens granted, contingent conveyed, or otherwise, under assigned to the Loan Agreement and each other Loan Document Administrative Agent by such Person pursuant to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party is, and shall continue to be, remain in full force and effect effect, are not released or reduced, and is continue to secure full payment and performance of the Obligations (in each case other than as any such Liens have been released or reduced from time to time in accordance with the Loan Documents prior to the date hereof). (b) Each Loan Party hereby ratified and confirmed in all respectsreaffirms, except that on and after as of the Eighth Amendment Effective Date, all references (i) the covenants and agreements contained in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any each Loan Document to which it is party purports a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) this Amendment and the other Loan Documentstransactions contemplated thereby, or otherwise guaranteed the Secured Obligations under or and (ii) as applicable with respect to Domestic Loan Parties, its guarantee of payment of the Obligations pursuant to Article IX of the Credit Agreement and its grant of Liens on the Collateral to secure the Obligations. (c) Each Loan Party hereby certifies that, as of the date hereof (immediately after giving effect to the occurrence of the Eighth Amendment Effective Date and the effectiveness of the Amendment), the representations and warranties made by it contained in the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien Documents to which it is hereby ratified, reaffirmed a party are true and confirmed correct in all material respects with the same effect as if made on the date hereof, except to the extent any such representation or warranty refers or pertains solely to a date prior to the date hereof (in which case such representation and confirms warranty was true and correct in all material respects as of such earlier date). (d) Each Loan Party hereby acknowledges and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of acceptance by the Administrative Agent or any and each applicable Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and this document shall not be construed as a substitution in any manner to establish any course of dealing on such Person’s part, including the providing of any notice or novation the requesting of the Secured Obligations which shall remain any acknowledgment not otherwise expressly provided for in full force and effectany Loan Document with respect to any future amendment, waiver, supplement or other modification to any Loan Document or any arrangement contemplated by any Loan Document.

Appears in 1 contract

Sources: Credit Agreement (DIEBOLD NIXDORF, Inc)

Reaffirmation. Each ObligorIn connection with the execution and delivery of this Amendment, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as (i) each of the case may be, in each case, pursuant to any Loan Document, hereby Subsidiary Guarantors (a) confirmshereby consents to this Amendment and the transactions and modifications contemplated thereby, (b) hereby ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, if any, under each of the Loan Agreement Documents to which it is a party, (c) without limiting the generality of clause (b), hereby ratifies and reaffirms the Guaranty and Collateral Agreements and the other Security Documents to which it is a party, (d) acknowledges and agrees that, as of the date hereof, any of the Loan Documents to which it is a party or otherwise bound continue in full force and effect and that all of its obligations thereunder continue to be valid and enforceable, shall not be impaired or limited by the execution or effectiveness of this Amendment and are hereby reaffirmed and confirmed in all respects, and (e) represents and warrants that all representations and warranties contained in the Guaranty and Collateral Agreements, the other Security Documents and each other Loan Document to which it is a party are true and correct in all material respects on and as of the date hereof to the same extent as though made on and as of the date hereof, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true and correct in all material respects on and as of such earlier date, and (after giving ii) each of the undersigned Loan Parties reaffirms each Lien, if any, it granted pursuant to the Guaranty and Collateral Agreements or the other Security Documents to which it is a party, which Liens continue, as of the date hereof, to be in full force and effect hereto)and continue to secure the Obligations, (b) on and subject to the terms and conditions set forth in the Credit Agreement, the Guaranty and Collateral Agreements, the other Security Documents and the other Loan Documents. Without limiting the foregoing each undersigned Loan Party hereby confirms that the Guaranty and Collateral Agreements and all other Security Documents to which it is a party, and all Collateral encumbered thereby or pursuant thereto continue to guarantee or secure, as the case may be, to the fullest extent possible in accordance with the applicable Guaranty and Collateral Agreements and Security Documents, the payment and performance of all Obligations, subject, however, in each case, to the limitations set forth herein and therein, as applicable. Each undersigned Loan Party acknowledges and agrees that each any of the Loan Document Documents to which it is a party is, and shall or otherwise bound continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not its obligations thereunder continue to be valid and enforceable, shall not affect any of be impaired or limited by the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement execution or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectAmendment.

Appears in 1 contract

Sources: Credit Agreement (MULTI COLOR Corp)

Reaffirmation. Except as expressly amended hereby, all of the terms and provisions of the Credit Agreement and all other Loan Documents are and shall remain in full force and effect and are hereby ratified and confirmed. In furtherance of the foregoing, each of the Loan Parties party hereto hereby irrevocably and unconditionally ratifies its guarantee of the Obligations and grant of security interest and pledge under the Guaranty and Security Agreement and each Loan Document and confirms that the liens, 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. Each Obligorof the Loan Parties hereto, as debtor, grantor, pledgormortgagor, ▇▇▇▇▇▇▇, guarantor, assignor, or in any other similar capacity in which such Person Loan Party grants liens or security interests in its property or otherwise acts as accommodation party party, guarantor, or guarantorindemnitor, as the case may be, in each case, pursuant to any Loan Document, hereby (ai) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Agreement and each other Loan Document Documents to which it is a party (after giving effect hereto), ) and (bii) confirms and agrees that each to the extent such Loan Document Party granted liens on or security interests in any of its property pursuant to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, ratifies and reaffirms such guarantee, pledge, assignment and/or guarantee and grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects liens and confirms and agrees that such guaranteeguarantee includes, pledgeand such security interests and liens hereafter secure, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not For the avoidance of doubt, (i) the ratification and shall not affect any of reaffirmation by the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances Loan Parties in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, Section 12 shall not constitute a waiver new grant of any provision of any Loan Document, security interests and shall not be construed as a substitution or novation (ii) the consent of the Secured Obligations which shall remain in full force and effectLoan Parties (other than the Borrower) is not required for this Amendment.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Team Inc)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in Loan Party hereby reaffirms its property or otherwise acts as accommodation party or guarantor, as the case may be, in obligations under each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Document to which it is a party party. Each Loan Party hereby further ratifies and reaffirms the validity and enforceability of all of the Liens heretofore granted, pursuant to and in connection with the Guarantee and Collateral Agreement or any other Loan Document to the Administrative Agent on behalf and for the benefit of Secured Parties, as collateral security for the obligations under the Loan Documents in accordance with their respective terms, and acknowledges that all of such Liens, and all collateral heretofore pledged as security for such obligations, continues to be and remain collateral for such obligations from and after the date hereof. This Amendment does not extinguish the obligations for the payment of money outstanding under the Credit Agreement or discharge or release the obligations or the liens or priority of any mortgage, pledge, security agreement or any other security therefor. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, the other Loan Documents or instruments securing the same, which shall remain in full force and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment shall be construed as a release or other discharge of the Borrower or any Guarantor from any of its obligations or liabilities under the Credit Agreement or any of the security agreements, pledge agreements, mortgages, guaranties or other loan documents executed in connection therewith. Each Loan Party hereby (after giving effect hereto), (ba) confirms and agrees that each Loan Document to which it is a party that is not being amended and restated concurrently herewith is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the First Amendment Effective Date, all references in any such Loan Document to “the Loan Credit Agreement”, the “Agreement”, ,” “thereto”, ,” “thereof”, ,” “thereunder” or words of like import referring to the Loan Credit Agreement shall mean the Loan Credit Agreement as amended by this Amendment, ; and (cb) confirms and agrees that, that to the extent that any such Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the any Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, Party a security interest in or Lien on lien on, any Collateral collateral as security for all or any portion of any of the Secured Obligations of the Obligors Borrower or any other Loan Party, as the case may be, from time to time existing in respect of the Loan Credit Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan DocumentsDocument, such guarantee, pledge, pledge or assignment and/or or grant of the security interest or Lien lien is hereby ratified, reaffirmed ratified and confirmed in all respects with respect to this Agreement and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectDocuments.

Appears in 1 contract

Sources: Credit Agreement (SmartRent, Inc.)

Reaffirmation. Each ObligorCredit Party, as debtorguarantors, grantordebtors, pledgorgrantors, guarantorpledgors (including in connection with any negative pledges), assignorassignors, or in any other similar capacity capacities in which such Person grants parties guarantee the liabilities and obligations of Borrower, grant liens or security interests in its property their properties or otherwise acts act as accommodation party or guarantorparties, as the case may be, in any case under the Loan Documents, each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms (by signing a counterpart of this Amendment or a separate Acknowledgement hereof) all of its payment and performance obligations, contingent or otherwise, affirmative or negative, under the each of such existing Loan Agreement and each other Loan Document Documents to which it is a party (after giving effect hereto)and, (b) to the extent such party granted liens on or security interests in any of its properties pursuant to any such existing Loan Documents as security for the Borrower’s obligations under or with respect to the Credit Agreement, each hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that each Loan Document to which it is a party is, such liens and shall security interests continue to be, secure all of the liabilities and obligations of Borrower owing to Lender. Each of the foregoing hereby acknowledges that each of the Loan Documents remains in full fall force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended herebyconfirmed. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness The execution of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not nor constitute a waiver of any provision of any of the Loan DocumentDocuments, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. The Borrower and each Credit Party confirms and agrees that the Credit Agreement, the Security Agreement and each Loan Document and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provision set forth therein are, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain continue to be, in full force and effecteffect and are hereby confirmed, reaffirmed and ratified in all respects.

Appears in 1 contract

Sources: Credit Agreement (Patriot Capital Funding, Inc.)

Reaffirmation. (a) Each ObligorLoan Party hereby (i) expressly acknowledges the terms of the Credit Agreement (as amended by this Amendment), as debtor(ii) ratifies and affirms its obligations under the Loan Documents (including guarantees and security agreements) executed by the undersigned, grantor(iii) acknowledges, pledgorrenews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect, guarantor, assignor, or (iv) agrees that each Security Document secures all Obligations of the Loan Parties in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as accordance with the case may be, in each case, pursuant to terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Document, hereby (a) confirms, . Each Loan Party ratifies and reaffirms confirms that all of its payment and performance obligationsLiens granted, contingent conveyed, or otherwise, under assigned to the Loan Agreement and each other Loan Document Administrative Agent by such Person pursuant to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party is, and shall continue to be, remain in full force and effect effect, are not released or reduced, and is continue to secure full payment and performance of the Obligations (in each case other than as any such Liens have been released or reduced from time to time in accordance with the Loan Documents prior to the date hereof). (b) Each Loan Party hereby ratified and confirmed in all respectsreaffirms, except that on and after as of the Tenth Amendment Effective Date, all references (i) the covenants and agreements contained in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any each Loan Document to which it is party purports a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) this Amendment and the other Loan Documentstransactions contemplated thereby, or otherwise guaranteed the Secured Obligations under or and (ii) as applicable with respect to Domestic Loan Parties, its guarantee of payment of the Obligations pursuant to Article IX of the Credit Agreement and its grant of Liens on the Collateral to secure the Obligations. (c) Each Loan Party hereby certifies that, as of the date hereof (immediately after giving effect to the occurrence of the Tenth Amendment Effective Date and the effectiveness of the Amendment), the representations and warranties made by it contained in the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien Documents to which it is hereby ratified, reaffirmed a party are true and confirmed correct in all material respects with the same effect as if made on the date hereof, except to the extent any such representation or warranty refers or pertains solely to a date prior to the date hereof (in which case such representation and confirms warranty was true and correct in all material respects as of such earlier date). (d) Each Loan Party hereby acknowledges and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of acceptance by the Administrative Agent or any and each applicable Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and this document shall not be construed as a substitution in any manner to establish any course of dealing on such Person’s part, including the providing of any notice or novation the requesting of the Secured Obligations which shall remain any acknowledgment not otherwise expressly provided for in full force and effectany Loan Document with respect to any future amendment, waiver, supplement or other modification to any Loan Document or any arrangement contemplated by any Loan Document.

Appears in 1 contract

Sources: Credit Agreement (DIEBOLD NIXDORF, Inc)

Reaffirmation. Each Obligorof the Reaffirming Parties, as debtor, grantor, pledgor, guarantor, assignor, or in any party to the Credit Agreement and certain of the Collateral Documents and the other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may beCredit Documents, in each casecase as amended, pursuant supplemented or otherwise modified from time to any Loan Documenttime, hereby (ai) confirms, ratifies acknowledges and reaffirms agrees that all of its payment and performance obligations, contingent or otherwise, obligations under the Loan Agreement Credit Agreement, the Collateral Documents and the other Credit Documents to which it is a party are reaffirmed and remain in full force and effect on a continuous basis, (ii) reaffirms (A) each other Loan Lien granted by it to the Administrative Agent for the benefit of the Secured Parties and (B) any guaranties made by it pursuant to the Credit Agreement, (iii) acknowledges and agrees that the grants of security interests by it contained in any Collateral Document to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party is, and shall continue to beremain, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document giving effect to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (civ) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guaranteethe Obligations include, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees among other things and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay prompt and complete payment and performance by the Advances in accordance with Borrower when due and payable (whether at the terms stated maturity, by acceleration or otherwise) of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a partyprincipal and interest on, all of which obligations shall remain in full force and effect. Except as expressly provided hereinpremium (if any) on, the execution, delivery and effectiveness of Revolving Loans under the Amended Agreement. Nothing contained in this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations obligations outstanding under the Credit Agreement or the other Credit Documents, which shall remain in full force and effect, except to any extent modified hereby Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Guarantor is not required by the terms of the Credit Agreement or any other Credit Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Credit Document shall be deemed to require the consent of such Guarantor to any future amendments to the Credit Agreement.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Atlantic Power Corp)

Reaffirmation. Each ObligorBy executing and delivering a counterpart hereof, (i) each Credit Party hereby agrees that, as debtorof the First Amendment Effective Date and after giving effect to this First Amendment and the transactions contemplated hereby, grantorall Obligations of the Borrower (including, pledgorwithout limitation, guarantorthe 2021 Incremental Term Loans) shall be guaranteed pursuant to the Guarantees in accordance with the terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) each Credit Party hereby (A) agrees that, assignornotwithstanding the effectiveness of this First Amendment, or as of the First Amendment Effective Date and after giving effect thereto, the Security Documents continue to be in any other similar capacity in which such Person grants liens or full force and effect, (B) agrees that, as of the First Amendment Effective Date and after giving effect to this First Amendment and the transactions contemplated hereby, all of the Liens and security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in created and arising under each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Security Document to which it is a party remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Credit Documents (as modified hereby) to which it is a party, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as modified hereby) and (C) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Credit Document (in each case, as modified hereby) to which it is a party, in each case after giving effect hereto)to this First Amendment and the transactions contemplated hereby, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Security Documents (bas modified hereby) confirms and agrees that each Loan Document to which it is a party isto secure such Obligations, all as provided in the Security Documents (as modified hereby), and shall acknowledges and agrees that, as of the First Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendmentrespect of, and (c) confirms and agrees thatto secure, to such Obligations under the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Credit Agreement (as amended hereby) and the other Loan Credit Documents, in each case after giving effect to this First Amendment, the incurrence of the 2021 Incremental Term Loans effected hereby and the other transactions contemplated hereby; and (iii) each Guarantor agrees that nothing in the Credit Agreement, this First Amendment or otherwise guaranteed any other Credit Document shall be deemed to require the Secured Obligations under or with respect consent of such Guarantor to any future amendment to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectCredit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Vistra Corp.)

Reaffirmation. Each ObligorCredit Party, as debtorguarantors, grantordebtors, pledgorgrantors, guarantorpledgors (including in connection with any negative pledges), assignorassignors, or in any other similar capacity capacities in which such Person grants parties guarantee the liabilities and obligations of Borrower, grant liens or security interests in its property their properties or otherwise acts act as accommodation party or guarantorparties, as the case may be, in any case under the Loan Documents, each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms (by signing a counterpart of this Amendment or a separate Acknowledgement hereof) all of its payment and performance obligations, contingent or otherwise, affirmative or negative, under the each of such existing Loan Agreement and each other Loan Document Documents to which it is a party (after giving effect hereto)and, (b) to the extent such party granted liens on or security interests in any of its properties pursuant to any such existing Loan Documents as security for the Borrower’s obligations under or with respect to the Credit Agreement, each hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that each Loan Document to which it is a party is, such liens and shall security interests continue to be, secure all of the liabilities and obligations of Borrower owing to Lender. Each of the foregoing hereby acknowledges that each of the Loan Documents remains in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended herebyconfirmed. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness The execution of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not nor constitute a waiver of any provision of any of the Loan DocumentDocuments, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. The Borrower and each Credit Party confirms and agrees that the Credit Agreement, the Security Agreement and each Loan Document and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provision set forth therein are, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain continue to be, in full force and effecteffect and are hereby confirmed, reaffirmed and ratified in all respects.

Appears in 1 contract

Sources: Credit Agreement (Patriot Capital Funding, Inc.)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in The parties hereto acknowledge and agree that (i) this Eighth Amendment and any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation or termination of the Guaranteed Obligations of the Borrower and the Subsidiary Guarantors as in effect prior to the Amendment Effective Date and (ii) such Guaranteed Obligations are in all respects continuing (as amended by this Eighth Amendment) with only the terms thereof being modified to the extent provided in this Eighth Amendment. Each of the Borrower and the Subsidiary Guarantors hereby consents to the entering into of this Eighth Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party (after giving effect hereto)and each of the other Loan Documents to which it is party, (b) confirms and agrees that that, notwithstanding the effectiveness of this Eighth Amendment or any of the transactions contemplated hereby, such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each Loan Document of the other Security Documents to which it is a party isand each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be, be in full force and effect and is hereby ratified and confirmed in shall continue to secure all respectsGuaranteed Obligations, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratifiedamended, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest modified pursuant to this Eighth Amendment or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effect.transactions contemplated thereby

Appears in 1 contract

Sources: Credit Agreement (NRG Energy, Inc.)

Reaffirmation. (a) Each ObligorLoan Party hereby (i) expressly acknowledges the terms of the Credit Agreement, as debtor(ii) ratifies and affirms its obligations under the Loan Documents (including guarantees and security agreements) executed by the undersigned, grantor(iii) acknowledges, pledgorrenews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect, guarantor, assignor, or (iv) agrees that each Security Document secures all Obligations of the Loan Parties in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as accordance with the case may be, in each case, pursuant to terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Document, hereby (a) confirms, . Each Loan Party ratifies and reaffirms confirms that all of its payment and performance obligationsLiens granted, contingent conveyed, or otherwise, under assigned to the Loan Agreement and Administrative Agent by such Person pursuant to each other Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations. (b) Each Loan Party hereby reaffirms, as of the First Amendment Effective Date, (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 hereto)to this Amendment and the transactions contemplated thereby, and (bii) its guarantee of payment of the Obligations pursuant to Article VII of the Credit Agreement and its grant of Liens on the Collateral to secure the Obligations. (c) Each Loan Party further confirms and agrees that each Loan Document to which it is a party is, is and shall continue to be, be in full force and effect and is the same are hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such . (d) Each Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is Party hereby ratified, reaffirmed and confirmed in all respects and confirms acknowledges and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of acceptance by the Administrative Agent or any and each applicable Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and this document shall not be construed as a substitution in any manner to establish any course of dealing on such Person’s part, including the providing of any notice or novation the requesting of the Secured Obligations which shall remain any acknowledgment not otherwise expressly provided for in full force and effect.any Loan Document with respect to any future amendment, waiver, supplement or other modification to any Loan Document or any arrangement contemplated by any Loan Document. [SIGNATURE PAGES FOLLOW]

Appears in 1 contract

Sources: Credit and Guaranty Agreement

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Document to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect Each of the Loan Parties party hereto hereby consents to this Agreement and the transactions contemplated hereby and hereby confirms its guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Existing Guarantee Agreement (as amended hereby) and the other Loan DocumentsCollateral Documents (in each case, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not , if applicable) (collectively, the “Reaffirmed Agreements” and shall not affect any each, a “Reaffirmed Agreement”) to which it is party and agrees that, notwithstanding the effectiveness of this Agreement and the consummation of the obligations of the Obligors, other than as expressly provided herein, transactions contemplated hereby (including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations amendment and restatement of the Obligors under any Existing Credit Agreement), such guarantees, pledges, grants of security interests and other agreements of such Loan Document Parties shall continue to which they are a party, all of which obligations shall remain be in full force and effecteffect and shall accrue to the benefit of the Secured Parties under the Restated Credit Agreement. Except as expressly provided herein, Each of the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of Loan Parties party hereto further agrees to take any right, power action that may be required under any applicable law or remedy of that is reasonably requested by the Administrative Agent to ensure compliance by the Borrowers with Section 5.10 of the Restated Credit Agreement and hereby reaffirms its obligations under each similar provision of each Reaffirmed Agreement to which it is a party. (b) Each of the Loan Parties party hereto hereby confirms and agrees that the Revolving Loans, the Letters of Credit, the Swingline Loans and the Overadvances (in each case, if any) have constituted and continue to constitute Obligations (or any Lender word of like import) under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectReaffirmed Agreements.

Appears in 1 contract

Sources: Fifth Amendment and Restatement Agreement (Usg Corp)

Reaffirmation. (A) Each Obligorof Holdings, as debtorthe Borrower and the Subsidiary Guarantors (each, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, a “Reaffirming Party”) hereby (a) confirmsaffirms and confirms its guarantees, ratifies pledges, grants of Liens, covenants, agreements and reaffirms all of its payment and performance obligations, contingent or otherwise, other commitments under the Loan Agreement and each other Loan Document Documents to which it is a party (after giving effect hereto), and (b) confirms and agrees that (i) each Loan Document to which it is a party is, and shall continue to be, be in full force and effect and is hereby ratified (ii) all guarantees, pledges, grants of Liens, covenants, agreements and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “other commitments under the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring Documents shall continue to the Loan Agreement be in full force and effect and shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, accrue to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not Parties and shall not affect any be affected, impaired or discharged hereby or by the transactions contemplated hereby. (B) The representations and warranties of each Reaffirming Party set forth in the Loan Documents to which it is a party are, after giving effect to hereto, true and correct in all material respects on and as of the obligations New Restatement Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date in which case they shall be true and correct in all material respects as of such earlier date. (C) After giving effect hereto, neither the restatement of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Existing Credit Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, effected pursuant hereto nor the execution, delivery and delivery, performance or effectiveness of this Amendment shall not operate as a waiver of any rightRestatement Agreement (i) impairs the validity, power effectiveness or remedy priority of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of Liens granted pursuant to any Loan Document, and shall not such Liens continue unimpaired with the same priority to secure repayment of all Obligations, whether heretofore or hereafter incurred; or (ii) requires that any new filings be construed as a substitution made or novation other action taken to perfect or to maintain the perfection of the Secured Obligations which shall remain in full force and effectsuch Liens.

Appears in 1 contract

Sources: Credit Agreement (Charter Communications, Inc. /Mo/)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in The parties hereto acknowledge and agree that (i) this Eleventh Amendment and any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation or termination of the Guaranteed Obligations of the Borrower and the Subsidiary Guarantors as in effect prior to the Amendment Effective Date and (ii) such Guaranteed Obligations are in all respects continuing (as amended by this Eleventh Amendment) with only the terms thereof being modified to the extent provided in this Eleventh Amendment. Each of the Borrower and the Subsidiary Guarantors hereby consents to the entering into of this Eleventh Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party (after giving effect hereto)and each of the other Loan Documents to which it is party, (b) confirms and agrees that that, notwithstanding the effectiveness of this Eleventh Amendment or any of the transactions contemplated hereby, such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each Loan Document of the other Security Documents to which it is a party isand each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be, be in full force and effect and is hereby ratified and confirmed in shall continue to secure all respectsGuaranteed Obligations, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratifiedamended, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest modified pursuant to this Eleventh Amendment or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effect.transactions contemplated thereby

Appears in 1 contract

Sources: Credit Agreement (NRG Energy, Inc.)

Reaffirmation. Each Obligorof the Loan Parties hereby consents to the amendment of the Credit Agreement described in Section 1 of this Amendment and hereby confirms its respective obligations, as debtorapplicable, grantorunder and subject to the terms of each of the Loan Documents to which it is party, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) and confirms, ratifies agrees and reaffirms all acknowledges that, notwithstanding the consummation of its payment and performance this Amendment, such obligations, contingent or otherwise, under and the terms of each of the Loan Agreement and each other Loan Document Documents to which it is a party (after giving party, except as expressly modified by this Amendment, are not affected or impaired in any manner whatsoever and shall continue to be in full force and effect hereto), (b) . Each of the Loan Parties hereby further confirms its respective prior pledges and agrees that each grants of security interests under and subject to the Loan Document Documents to which it is a party isparty, and confirms, agrees and acknowledges that, notwithstanding the consummation of this Amendment, such prior guarantees, pledges, and grants of security interests are not affected or impaired in any manner whatsoever and shall continue to be, be in full force and effect and is shall also guarantee and secure all obligations as amended and reaffirmed pursuant to the Credit Agreement and this Amendment. Each of the Loan Parties confirms, acknowledges and agrees that the Lenders and the Additional Term B-1 Lender providing Term B-1 Loans are “Lenders” and “Secured Parties” for all purposes under the Loan Documents. For the avoidance of doubt, each Loan Party hereby ratified reaffirms the provisions of Section 2.1 of the Security Agreement and confirmed in all respects, except agrees that on and after the Effective Date, all references in any such Loan Document the Security Agreement to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunderSecured Obligationsor words of like import referring to shall include the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectTerm B-1 Loans.

Appears in 1 contract

Sources: Credit Agreement (Cavium, Inc.)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirmsThe Company hereby (i) expressly acknowledges the terms of the Credit Agreement (as amended by this Amendment), (ii) ratifies and reaffirms all of affirms its payment and performance obligations, contingent or otherwise, obligations under the Loan Agreement Papers (including guarantees and security agreements) (as amended by this Amendment) executed by the Company, (iii) acknowledges, renews and extends its continued liability under all such Loan Papers (as amended by this Amendment) and agrees such Loan Papers remain in full force and effect, (iv) agrees that the Aircraft Mortgage secures all Obligations of the Company in accordance with the terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Paper. The Company ratifies and confirms that all Liens granted, conveyed, or assigned to the Administrative Agent pursuant to each other Loan Document Paper to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except , are not released or reduced, and continue to secure full payment and performance of the Obligations (in each case other than as expressly provided hereinany such Liens have been released or reduced from time to time in accordance with the Loan Papers prior to the date hereof). (b) The Company hereby reaffirms, as of the Second Amendment Effective Date, the executioncovenants and agreements contained in each Loan Paper to which it is a party, delivery as modified and effectiveness of in effect immediately after giving effect to this Amendment shall not operate as a waiver of any right, power or remedy of and the transactions contemplated thereby. (c) The Company hereby acknowledges and agrees that the acceptance by the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver and each applicable Bank of any provision of any Loan Document, and this document shall not be construed as a substitution in any manner to establish any course of dealing on such Person's part, including the providing of any notice or novation the requesting of the Secured Obligations which shall remain any acknowledgment not otherwise expressly provided for in full force and effectany Loan Paper with respect to any future amendment, waiver, supplement or other modification to any Loan Paper or any arrangement contemplated by any Loan Paper. [Remainder of page intentionally blank.]

Appears in 1 contract

Sources: Revolving Credit Facility Agreement (Southwest Airlines Co)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirmsEach Loan Party hereby consents to the execution, ratifies delivery and reaffirms performance of the Restated Credit Agreement and this Amendment. (b) Each Loan Party hereby acknowledges and agrees that, after giving effect to the Second Amendment Effective Date, all of its payment and performance obligations, contingent or otherwise, respective obligations under the Loan Agreement and each other Loan Document Documents to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party isare reaffirmed, and shall continue to be, remain in full force and effect on a continuous basis. Each Loan Party acknowledges that the obligations and is hereby ratified liabilities of the Borrower under the Credit Agreement continue in full force and confirmed in all respectseffect on a continuous basis, unpaid and undischarged, except that on and after as expressly provided in the Restated Credit Agreement, pursuant to the Restated Credit Agreement. (c) As of the Second Amendment Effective Date, all references each Loan Party reaffirms each Lien it granted to each Secured Party, and any Liens that were otherwise created or arose under each of the Loan Documents to which such Loan Party is party and reaffirms the guaranties made in favor of each Secured Party under each of the Loan Documents to which such Loan Party is party, which Liens and guaranties shall not in any way affect the validity and enforceability of the Liens or the guaranties or reduce, impair or discharge the obligations of such Loan Document to “Party thereunder and the Loan Agreement”, Liens and guaranties shall continue in full force and effect during the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit term of the Secured PartiesRestated Credit Agreement and any amendments, amendments and restatements, supplements or other modifications thereof and shall continue to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for secure the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) Borrower and the other Loan DocumentsGuarantors, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of secure the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender Parties under any Loan Document, shall not constitute a waiver of any provision of any in each case, on and subject to the terms and conditions set forth in the Restated Credit Agreement and the Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectDocuments.

Appears in 1 contract

Sources: Credit Agreement (Knology Inc)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby Party (a) confirmsconsents to the amendments of the Term Loan Agreement as set forth herein; (b) acknowledges, ratifies and reaffirms all of its payment obligations and performance obligations, contingent or otherwise, other Indebtedness owing to the Secured Parties under the Loan Agreement and each other any Loan Document to which it is a party party, including the Guaranty of the Term Loans (after giving effect hereto), including the Early Delayed Draw Term Loan) by each Guarantor; (bc) confirms and agrees that each of the provisions of the Loan Document Documents to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement (as amended by this Amendment), and (c) confirms each right and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit remedy of the Secured PartiesParties thereunder, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) is and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein; and (d) reaffirms, acknowledges, agrees and confirms that it has granted to the executionAgent a validly created, delivery enforceable and, to the extent required by the Loan Documents, perfected security interest in the Collateral in which it has an interest in order to secure all of its present and effectiveness of this Amendment shall not operate as future Indebtedness evidenced by the Loan Documents to which it is a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Documentparty, and shall not acknowledges and agrees that such security interest, and all Collateral heretofore pledged as security for the Obligations and for such Indebtedness, continue to be construed as a substitution or novation of the Secured Obligations which shall and remain in full force and effecteffect on and after the date hereof. Without limiting the generality of the foregoing, each of the undersigned hereby ratifies and reaffirms each and every provision set forth in the Amended Term Loan Agreement and the other Loan Documents to which it is a party effective as of the date hereof. Subject to the terms of the Amended Term Loan Agreement and other Loan Documents, all Indebtedness of any of the undersigned that is evidenced by any of the Loan Documents are unconditionally owing by such Person to the Secured Parties, without offset, defense, withholding, counterclaim or deduction of any kind, nature or description whatsoever, except to the extent provided to the contrary in the Loan Documents.

Appears in 1 contract

Sources: Term Loan Agreement (Sorrento Therapeutics, Inc.)

Reaffirmation. Each ObligorAs of the Amendment No. 4 Effective Date, as debtoreach Credit Party hereby confirms that notwithstanding the effectiveness of this Amendment and the transactions contemplated hereby, grantor, pledgor, guarantor, assignor, or in any (i) the obligations of such Credit Parties under the Amended Credit Agreement and the other similar capacity in which such Person grants liens or Credit Documents are entitled to the benefits of the guarantees and the security interests set forth or created in the Amended Credit Agreement, the Security Agreement, the other Security Documents and the other Credit Documents and constitute “Relevant Guaranteed Obligations” (as defined in the Guaranty Agreement) and “Obligations” for purposes of the Amended Credit Agreement, the Security Agreement, the other Security Documents and all other Credit Documents, (ii) each Guarantor hereby confirms and ratifies its property or otherwise acts continuing unconditional obligations as accommodation party or guarantor, Guarantor under the Credit Agreement as the case may be, in each case, pursuant amended hereby with respect to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of its payment the Relevant Guaranteed Obligations (for the avoidance of doubt, including the obligations in respect of the 2025 Revolving Commitment Increase) and performance obligations, contingent or otherwise, under the Loan Agreement and (iii) each other Loan Credit Document to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it such Credit Party is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, effect according to its terms (in the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy case of the Administrative Credit Agreement, as amended hereby). Each Credit Party ratifies and confirms its prior grant and the validity of all Liens granted pursuant to the Credit Documents and that all Liens granted, conveyed, or assigned to any Agent or by such Person pursuant to any Lender under any Loan Document, shall not constitute Credit Document to which it is a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations (for the avoidance of doubt, including the obligations in respect of the 2025 Revolving Commitment Increase).

Appears in 1 contract

Sources: Revolving Credit Agreement (VERRA MOBILITY Corp)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as In order to induce Administrative Agent and the case may be, in New Lender to enter into this Agreement: a. each case, pursuant to any Loan Document, Borrower Party hereby (a) confirms, ratifies acknowledges that it has reviewed the terms and reaffirms all provisions of its payment and performance obligations, contingent or otherwise, under the Loan Amended Credit Agreement and each other Loan Document this Agreement and consents to which it is a party (after giving effect hereto), (b) all the terms and conditions set forth in this Agreement and to the modification and waiver of the Original Credit Agreement as provided herein. Each Borrower Party hereby confirms and agrees that each Loan Document to which it is a party is, or otherwise bound and shall all Collateral encumbered thereby will continue to guarantee or secure, as the case may be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the fullest extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest possible in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or accordance with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant the payment and performance of all “Obligations” under each of the security interest or Lien Loan Documents to which is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided hereina party, including, without limitation, the Obligors’ obligations to repay Obligations under the Advances Amended Credit Agreement in accordance connection with the terms of Series A Term Loan Agreement or the obligations Commitments and Series A Term Loans; b. each Borrower Party acknowledges and agrees that any of the Obligors under any Loan Document Documents to which they are it is a party, all of which obligations party or otherwise bound shall remain continue in full force and effect. Except as expressly provided herein, the execution, delivery effect and effectiveness that all of this Amendment its obligations thereunder shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, be valid and enforceable and shall not be construed as a substitution impaired or novation limited by the execution or effectiveness of this Agreement; and c. each Guarantor acknowledges and agrees that (x) notwithstanding the conditions to effectiveness set forth in this Agreement, such Guarantor is not required by the terms of the Secured Obligations which Amended Credit Agreement or any other Loan Document to consent to the modifications to or waivers of the Original Credit Agreement effected pursuant to this Agreement and (y) nothing in the Amended Credit Agreement, this Agreement or any other Loan Document shall remain in full force and effectbe deemed to require the consent of such Guarantor to any future modifications or waivers with respect to the Amended Credit Agreement.

Appears in 1 contract

Sources: Joinder Agreement (Macerich Co)

Reaffirmation. Each ObligorBy signing this Agreement, each Loan Party party hereto hereby confirms that, as debtorof the First Amendment Effective Date, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirms, ratifies and reaffirms all the obligations of its payment and performance obligations, contingent or otherwise, the Loan Parties under the Amended Credit Agreement and the other Loan Agreement Documents (i) are entitled to the benefits of the guarantees and Liens set forth or created in the Existing Credit Agreement, the Collateral Documents and each other Loan Document to which it is a party (after giving effect hereto)Documents, (bii) confirms constitute “Obligations” or other similar term for purposes of (and agrees that each as defined in, as applicable) the Existing Credit Agreement, the Collateral Documents and all other Loan Document to which it is a party isDocuments, and (iii) except as expressly set forth herein, the Collateral Documents and the other Loan Documents are, and shall continue to be, in full force and effect and is are hereby ratified and confirmed in all respects; and (b) each Continuing Term Loan Lender and the New Term Loan Lender shall be a “Secured Party” and a “Lender” (including without limitation for purposes of the definition of “Required Lenders” contained in Section 1.01 of the Amended Credit Agreement) for all purposes of the Amended Credit Agreement and the other Loan Documents. Each Loan Party party hereto hereby ratifies and confirms that, except that on and after as of the First Amendment Effective Date, all references in any such Loan Document to “the Loan Agreement”Liens granted, the “Agreement”, “thereto”, “thereof”, “thereunder” conveyed or words of like import referring assigned to the Loan Agreement shall mean the Loan Agreement Administrative Agent or Collateral Agent, as amended applicable, by this Amendment, and (c) confirms and agrees that, such Person pursuant to the extent that any Loan Document to which it is a party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations. Except as expressly provided hereinEach Loan Party other than the Company acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Agreement, such Loan Party is not required by the terms of the Existing Credit Agreement or any other Loan Document to consent to this Agreement and (ii) nothing in the Existing Credit Agreement, the executionAmended Credit Agreement, delivery and effectiveness this Agreement or any other Loan Document shall be deemed to require the consent of this Amendment shall not operate as a such Loan Party to any future amendment, consent or waiver of any right, power or remedy the terms of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectAmended Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Azz Inc)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby Party (a) confirmsconsents to the amendments of the Term Loan Agreement as set forth herein; (b) acknowledges, ratifies and reaffirms all of its payment obligations and performance obligations, contingent or otherwise, other Indebtedness owing to the Secured Parties under the Loan Agreement and each other any Loan Document to which it is a party party, including the Guaranty of the Term Loans by each Guarantor; (after giving effect hereto), (bc) confirms and agrees that each of the provisions of the Loan Document Documents to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement (as amended by this Amendment), and (c) confirms each right and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit remedy of the Secured PartiesParties thereunder, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) is and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein; and (d) reaffirms, acknowledges, agrees and confirms that it has granted to the executionAgent a validly created, delivery enforceable and, to the extent required by the Loan Documents, perfected security interest in the Collateral in which it has an interest in order to secure all of its present and effectiveness of this Amendment shall not operate as future Indebtedness evidenced by the Loan Documents to which it is a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Documentparty, and shall not acknowledges and agrees that such security interest, and all Collateral heretofore pledged as security for the Obligations and for such Indebtedness, continue to be construed as a substitution or novation of the Secured Obligations which shall and remain in full force and effecteffect on and after the date hereof. Without limiting the generality of the foregoing, each of the undersigned hereby ratifies and reaffirms each and every provision set forth in the Amended Term Loan Agreement and the other Loan Documents to which it is a party effective as of the date hereof. Subject to the terms of the Amended Term Loan Agreement and other Loan Documents, all Indebtedness of any of the undersigned that is evidenced by any of the Loan Documents are unconditionally owing by such Person to the Secured Parties, without offset, defense, withholding, counterclaim or deduction of any kind, nature or description whatsoever, except to the extent provided to the contrary in the Loan Documents.

Appears in 1 contract

Sources: Term Loan Agreement (Sorrento Therapeutics, Inc.)

Reaffirmation. (a) Each ObligorLoan Party hereby (i) expressly acknowledges the terms of the Credit Agreement (as amended by this Amendment), as debtor(ii) ratifies and affirms its obligations under the Loan Documents (including guarantees and security agreements) executed by the undersigned, grantor(iii) acknowledges, pledgorrenews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect, guarantor, assignor, or (iv) agrees that each Security Document secures all Obligations of the Loan Parties in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as accordance with the case may be, in each case, pursuant to terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Document, hereby (a) confirms, . Each Loan Party ratifies and reaffirms confirms that all of its payment and performance obligationsLiens granted, contingent conveyed, or otherwise, under assigned to the Loan Agreement and each other Loan Document Administrative Agent by such Person pursuant to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party is, and shall continue to be, remain in full force and effect effect, are not released or reduced, and is continue to secure full payment and performance of the Obligations (in each case other than as any such Liens have been released or reduced from time to time in accordance with the Loan Documents prior to the date hereof). (b) Each Loan Party hereby ratified and confirmed in all respectsreaffirms, except that on and after as of the Ninth Amendment Effective Date, all references (i) the covenants and agreements contained in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any each Loan Document to which it is party purports a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) this Amendment and the other Loan Documentstransactions contemplated thereby, or otherwise guaranteed the Secured Obligations under or and (ii) as applicable with respect to Domestic Loan Parties, its guarantee of payment of the Obligations pursuant to Article IX of the Credit Agreement and its grant of Liens on the Collateral to secure the Obligations. (c) Each Loan Party hereby certifies that, as of the date hereof (immediately after giving effect to the occurrence of the Ninth Amendment Effective Date and the effectiveness of the Amendment), the representations and warranties made by it contained in the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien Documents to which it is hereby ratified, reaffirmed a party are true and confirmed correct in all material respects with the same effect as if made on the date hereof, except to the extent any such representation or warranty refers or pertains solely to a date prior to the date hereof (in which case such representation and confirms warranty was true and correct in all material respects as of such earlier date). (d) Each Loan Party hereby acknowledges and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of acceptance by the Administrative Agent or any and each applicable Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and this document shall not be construed as a substitution in any manner to establish any course of dealing on such Person’s part, including the providing of any notice or novation the requesting of the Secured Obligations which shall remain any acknowledgment not otherwise expressly provided for in full force and effectany Loan Document with respect to any future amendment, waiver, supplement or other modification to any Loan Document or any arrangement contemplated by any Loan Document.

Appears in 1 contract

Sources: Credit Agreement (DIEBOLD NIXDORF, Inc)

Reaffirmation. Each Obligorof the Obligors, as issuer, debtor, grantor, pledgor, guarantormortgagor, guarantor or assignor, or in other any other similar capacity in which such Person grants liens Liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (ai) confirmsacknowledges and agrees that it has reviewed this Amendment, (ii) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Agreement and each other Loan Document Transaction Documents (as amended hereby) to which it is a party (after giving effect hereto), and (biii) to the extent such Person granted Liens on or security interests in any of its property pursuant to any such Transaction Document as security for or otherwise guaranteed the Obligations under or with respect to the Transaction Documents, ratifies and reaffirms such guarantee and grant of security interests and Liens and confirms and agrees that such security interests and Liens hereafter secure all of the Obligations (as amended hereby). Each Obligor hereby consents to this Amendment and the Escrow Agreement and acknowledges that each Loan Document to which it of this Amendment and the Escrow Agreement is a party is, Transaction Document and shall continue to be, that each of the other Transaction Documents (as amended hereby) remains in full force and effect and is hereby ratified and confirmed reaffirmed. Except as set forth in all respectsArticle I above, except that on and after neither this Amendment nor any prior amendment of any of the Effective DateTransaction Documents shall be construed or deemed to be a satisfaction, all references in any such Loan Document to “novation, cure, modification, amendment or release of the Loan Agreement”Obligations, the “Agreement”, “thereto”, “thereof”, “thereunder” Facility Agreement or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, other Transaction Documents or to grant to the Administrative Agent, for the benefit establish a course of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or conduct with respect to the Loan Documentsfuture requests for amendments, such guarantee, pledge, assignment and/or grant of the security interest modifications or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectconsents.

Appears in 1 contract

Sources: Facility Agreement (Mannkind Corp)

Reaffirmation. (a) Each ObligorLoan Party hereby (i) expressly acknowledges the terms of the Credit Agreement, as debtor(ii) ratifies and affirms its obligations under the Loan Documents (including guarantees and security agreements) executed by the undersigned, grantor(iii) acknowledges, pledgorrenews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect, guarantor, assignor, or (iv) agrees that each Security Document secures all Obligations of the Loan Parties in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as accordance with the case may be, in each case, pursuant to terms thereof and (v) confirms this Amendment does not represent a novation of any Loan Document, hereby (a) confirms, . Each Loan Party ratifies and reaffirms confirms that all of its payment and performance obligationsLiens granted, contingent conveyed, or otherwise, under assigned to the Loan Agreement and Administrative Agent by such Person pursuant to each other Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations. (b) Each Loan Party hereby reaffirms, as of the Sixth Amendment Effective Date, (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 heretoto this Amendment and the transactions contemplated thereby, and (ii) as applicable with respect to Domestic Loan Parties, its guarantee of payment of the Obligations pursuant to Article IX of the Credit Agreement and its grant of Liens on the Collateral to secure the Obligations. (c) Each Loan Party hereby certifies that, as of the date hereof (immediately after giving effect to the occurrence of the Sixth Amendment Effective Date and the effectiveness of the Amendment), the representations and warranties made by it contained in the Loan Documents to which it is a party are true and correct in all material respects with the same effect as if made on the date hereof, except to the extent any such representation or warranty refers or pertains solely to a date prior to the date hereof (bin which case such representation and warranty was true and correct in all material respects as of such earlier date). (d) Each Loan Party further confirms and agrees that each Loan Document to which it is a party is, is and shall continue to be, be in full force and effect and is the same are hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such . (e) Each Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is Party hereby ratified, reaffirmed and confirmed in all respects and confirms acknowledges and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of acceptance by the Administrative Agent or any and each applicable Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and this document shall not be construed as a substitution in any manner to establish any course of dealing on such Person’s part, including the providing of any notice or novation the requesting of the Secured Obligations which shall remain any acknowledgment not otherwise expressly provided for in full force and effectany Loan Document with respect to any future amendment, waiver, supplement or other modification to any Loan Document or any arrangement contemplated by any Loan Document.

Appears in 1 contract

Sources: Credit Agreement (DIEBOLD NIXDORF, Inc)

Reaffirmation. 7.1 Each ObligorObligor hereby acknowledges and confirms that as of the date hereof: (i) the Credit Agreement and the other Loan Documents remain in full force and effect as amended hereby and shall not be impaired or limited by the execution and effectiveness of this Fourth Amendment; (ii) no Obligor nor any other Loan Party has any defense to its obligations under the Credit Agreement and the other Loan Documents; and (iii) the Liens of the Administrative Agent under the Loan Documents secure all the Obligations, are reaffirmed in all respects, continue in full force and effect, have the same priority as debtorbefore this Fourth Amendment, grantor, pledgor, guarantor, assignor, and are not impaired or extinguished in any respect by this Fourth Amendment. Until the Obligations are Paid in Full, each Obligor agrees and covenants that it is bound by the covenants and agreements set forth in this Fourth Amendment, the Credit Agreement, and any other similar capacity in which such Person grants liens Loan Document and each Obligor hereby ratifies and confirms the Obligations. This Fourth Amendment does not create or security interests in its property or otherwise acts as accommodation party or guarantorconstitute, as and is not, a novation of the case may be, in each case, pursuant to any Credit Agreement nor the other Loan Document, Documents. Each Obligor hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the each Loan Agreement Document. 7.2 Each Original Guarantor and each Additional Guarantor hereby: (i) represents and warrants that all representations and warranties contained in the Guaranty/Collateral Agreement are true and correct in all material respects (or, with respect to any representation or warranty that is itself modified or qualified by materiality or a “Material Adverse Effect” standard, such representation and warranty is true in correct in all respects) on and as of the Fourth Amendment Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties specifically refer to an earlier date, in which case such representations and warranties are true and correct in all material respects (or, with respect to any representation or warranty that is itself modified or qualified by materiality or a “Material Adverse Effect” standard, such representation and warranty is true in correct in all respects) as of such earlier date; and (ii) acknowledges and agrees that (A) notwithstanding the conditions to effectiveness set forth in this Fourth Amendment, it is not required by the terms of the Credit Agreement or any other Loan Document to which it is a party consent to the amendments to the Credit Agreement effected pursuant to this Fourth Amendment and (after giving effect hereto)B) nothing in this Fourth Amendment, (b) confirms and agrees that each the Credit Agreement, or any other Loan Document shall be deemed to which it is a party is, and shall continue require the consent of such Guarantor to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring future amendments to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectCredit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Cpi Corp)

Reaffirmation. Each Obligor, Except as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, specifically amended pursuant to any Loan Documentthe terms hereof or to the extent amended and restated on the Restatement Date, hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the Loan Agreement and each other Loan Document to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party is, and shall continue to be, in full force and effect and is Party hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms acknowledges and agrees that, to : (i) the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Restated Credit Agreement (as amended hereby) and the all other Loan DocumentsDocuments (and all covenants, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documentsterms, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed conditions and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations agreements therein) shall remain in full force and effect. Except , and are hereby ratified and confirmed in all respects by such Loan Party; (ii) this Restatement Agreement shall not in any way release or impair the rights, duties, Obligations, Liens or security interests created pursuant to the Existing Credit Agreement and the other Loan Documents or affect the relative priorities thereof, in each case to the extent in force and effect thereunder as expressly provided hereinof the Restatement Date, except as modified hereby or by documents, instruments and agreements executed and delivered in connection herewith, and all of such rights, duties, Obligations and Liens are assumed, ratified and affirmed by such Loan Party; (iii) this Restatement Agreement shall not constitute a substitution or novation of such Loan Party’s Obligations or any of the other rights, duties and obligations of the parties under the Existing Credit Agreement and the other Loan Documents; and (iv) the execution, delivery and effectiveness of this Amendment Restatement Agreement shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any the Existing Credit Agreement or the other Loan DocumentDocuments, shall not nor constitute a waiver of any provision of covenant, agreement or obligation under the Existing Credit Agreement or the other Loan Documents, except to the extent that any Loan Documentsuch covenant, and shall not be construed as a substitution agreement or novation of the Secured Obligations which shall remain in full force and effectobligation is modified hereby.

Appears in 1 contract

Sources: Amendment and Restatement Agreement (FiscalNote Holdings, Inc.)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant Subject to any Loan Document, hereby (a) confirms, ratifies and reaffirms all of limitations on its payment and performance obligations, contingent or otherwise, under obligations expressly stated in the Loan Agreement Documents to which it is a party, the Borrower, Holdings and each other Loan Document Party, as of the Amendment No. 1 Effective Date, (i) acknowledges and agrees that all of its obligations (including, for the avoidance of doubt, obligations with respect to the 2025 Incremental Term Loans) under the Credit Agreement and the other the Loan Documents to which it is a party (after giving are reaffirmed and remain in full force and effect hereto)on a continuous basis as and to the extent provided in the Loan Documents, (bii) confirms reaffirms each Lien granted by each Loan Party to the Administrative Agent for the benefit of the Secured Parties and reaffirms the Guarantees made pursuant to the Guaranty as and to the extent provided in the Loan Documents (in each case, including, for the avoidance of doubt, with respect to the 2025 Incremental Term Loans) and (iii) acknowledges and agrees that the grants of Liens by and the Guarantees of the Loan Parties contained in the Guaranty and the Security Documents (in each Loan Document case, including, for the avoidance of doubt, with respect to which it is a party isthe 2025 Incremental Term Loans) are, and shall continue to beremain, in full force and effect after giving effect to this Amendment as and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any provided in the Loan Document to which it is party purports to assign Documents. Nothing contained in this Amendment shall be construed as substitution or pledge to the Administrative Agent, for the benefit novation of the Secured Parties, obligations outstanding under the Credit Agreement or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effect, except to any extent modified hereby. Holdings acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Loan Party is not required by the terms of the Existing Credit Agreement, the Credit Agreement or any other Loan Document (in each case, including, for the avoidance of doubt, Liens and Guarantees with respect to the 2025 Incremental Term Loans) to consent to the amendment to the Existing Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Existing Credit Agreement, the Credit Agreement, this Amendment or any Loan Document shall be deemed to require the consent of such Loan Party to any future amendments to the Credit Agreement.

Appears in 1 contract

Sources: First Lien Term Loan Credit Agreement (Xerox Corp)

Reaffirmation. 7.1 Each ObligorObligor hereby acknowledges and confirms that as of the date hereof: (i) the Credit Agreement and the other Loan Documents remain in full force and effect as amended hereby and shall not be impaired or limited by the execution and effectiveness of this Third Amendment; (ii) no Obligor nor any other Loan Party has any defense to its obligations under the Credit Agreement and the other Loan Documents; and (iii) the Liens of the Administrative Agent under the Loan Documents secure all the Obligations, are reaffirmed in all respects, continue in full force and effect, have the same priority as debtorbefore this Third Amendment, grantor, pledgor, guarantor, assignor, and are not impaired or extinguished in any respect by this Third Amendment. Until the Obligations are Paid in Full, each Obligor agrees and covenants that it is bound by the covenants and agreements set forth in this Third Amendment, the Credit Agreement, and any other similar capacity in which such Person grants liens Loan Document and each Obligor hereby ratifies and confirms the Obligations. This Third Amendment does not create or security interests in its property or otherwise acts as accommodation party or guarantorconstitute, as and is not, a novation of the case may be, in each case, pursuant to any Credit Agreement nor the other Loan Document, Documents. Each Obligor hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the each Loan Agreement Document. 7.2 Each Original Guarantor and each Additional Guarantor hereby: (i) represents and warrants that all representations and warranties contained in the Guaranty/Collateral Agreement are true and correct in all material respects (or, with respect to any representation or warranty that is itself modified or qualified by materiality or a “Material Adverse Effect” standard, such representation and warranty is true in correct in all respects) on and as of the Third Amendment Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties specifically refer to an earlier date, in which case such representations and warranties are true and correct in all material respects (or, with respect to any representation or warranty that is itself modified or qualified by materiality or a “Material Adverse Effect” standard, such representation and warranty is true in correct in all respects) as of such earlier date; and (ii) acknowledges and agrees that (A) notwithstanding the conditions to effectiveness set forth in this Third Amendment, it is not required by the terms of the Credit Agreement or any other Loan Document to which it is a party consent to the amendments to the Credit Agreement effected pursuant to this Third Amendment and (after giving effect hereto)B) nothing in this Third Amendment, (b) confirms and agrees that each the Credit Agreement, or any other Loan Document shall be deemed to which it is a party is, and shall continue require the consent of such Guarantor to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring future amendments to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectCredit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Cpi Corp)

Reaffirmation. Each ObligorThe Borrower and each of its respective Subsidiaries (other than MPM), as debtorguarantors, grantordebtors, pledgorgrantors, guarantorpledgors (including in connection with any negative pledges), assignorassignors, or in any other similar capacity capacities in which such Person grants parties guarantee the Obligations, grant liens or security interests in its property their properties or otherwise acts act as accommodation party or guarantorparties, as the case may be, in each case, pursuant to any case under the Loan DocumentDocuments, hereby (a) confirms, each ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, affirmative or negative under the each of such existing Loan Agreement and each other Loan Document Documents to which it is a party (after giving effect hereto)and, (b) to the extent such party granted Hens on or security interests in any of its properties pursuant to any such existing Loan Documents as security for the Borrower's obligations under or with respect to the Credit Agreement, each hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, in each cue as if each reference in such existing Loan Document Documents to which it is a party is, the obligations secured thereby are construed to hereafter mean and shall continue refer to be, such Obligations under the Credit Agreement and other Loan Documents as hereby amended. Each of the foregoing hereby acknowledges that each of the Loan Documents remains in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended herebyconfirmed. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness The execution of this Amendment Agreement shall not operate as a novation, waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not nor constitute a waiver of any provision of any of the Loan DocumentDocuments, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. The Borrower and each of the foregoing Persons confirm and agree that the Guaranty and the Security Agreement and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provision set forth therein are, and shall not continue to be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effecteffect and are hereby confirmed, reaffirmed and ratified in all respects.

Appears in 1 contract

Sources: Credit Agreement (CTN Media Group Inc)

Reaffirmation. Except as expressly amended hereby, all of the terms and provisions of the Credit Agreement and all other Loan Documents are and shall remain in full force and effect and are hereby ratified and confirmed. In furtherance of the foregoing, each of the Loan Parties party hereto hereby irrevocably and unconditionally ratifies its guarantee of the Obligations and grant of security interest and pledge under the Guaranty and Security Agreement and each Loan Document and confirms that the liens, 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. Each Obligorof the Loan Parties hereto, as debtor, grantor, pledgormortgagor, ▇▇▇▇▇▇▇, guarantor, assignor, or in any other similar capacity in which such Person Loan Party grants liens or security interests in its property or otherwise acts as accommodation party party, guarantor, or guarantorindemnitor, as the case may be, in each case, pursuant to any Loan Document, hereby (ai) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Agreement and each other Loan Document Documents to which it is a party (after giving effect hereto), ) and (bii) confirms and agrees that each to the extent such Loan Document Party granted liens on or security interests in any of its property pursuant to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, ratifies and reaffirms such guarantee, pledge, assignment and/or guarantee and grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects liens and confirms and agrees that such guaranteeguarantee includes, pledgeand such security interests and liens hereafter secure, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not For the avoidance of doubt, (i) the ratification and shall not affect any of reaffirmation by the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances Loan Parties in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, Section 12 shall not constitute a waiver new grant of any provision of any Loan Document, security interests and shall not be construed as a substitution or novation (ii) the consent of the Secured Obligations which shall remain in full force and effectLoan Parties (other than the Borrower Agent) is not required for this Amendment.

Appears in 1 contract

Sources: Credit Agreement (Team Inc)

Reaffirmation. 1. Each ObligorObligor hereby acknowledges and confirms that as of the date hereof: (i) the Credit Agreement and the other Loan Documents remain in full force and effect as amended hereby and shall not be impaired or limited by the execution and effectiveness of this Second Amendment; (ii) no Obligor nor any other Loan Party has any defense to its obligations under the Credit Agreement and the other Loan Documents; and (iii) the Liens of the Administrative Agent under the Loan Documents secure all the Obligations (including the increased Commitments hereunder), are reaffirmed in all respects, continue in full force and effect, have the same priority as debtorbefore this Second Amendment, grantor, pledgor, guarantor, assignor, and are not impaired or extinguished in any respect by this Second Amendment. Until the Obligations are Paid in Full, each Obligor agrees and covenants that it is bound by the covenants and agreements set forth in this Second Amendment, the Credit Agreement, and any other similar capacity in which such Person grants liens Loan Document and each Obligor hereby ratifies and confirms the Obligations. This Second Amendment does not create or security interests in its property or otherwise acts as accommodation party or guarantorconstitute, as and is not, a novation of the case may be, in each case, pursuant to any Credit Agreement nor the other Loan Document, Documents. Each Obligor hereby (a) confirms, ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under the each Loan Agreement Document. 2. Each Original Guarantor and each Additional Guarantor hereby: (i) represents and warrants that all representations and warranties contained in the Guaranty/Collateral Agreement are true and correct in all material respects (or, with respect to any representation or warranty that is itself modified or qualified by materiality or a “Material Adverse Effect” standard, such representation and warranty is true in correct in all respects) on and as of the Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties specifically refer to an earlier date, in which case such representations and warranties are true and correct in all material respects (or, with respect to any representation or warranty that is itself modified or qualified by materiality or a “Material Adverse Effect” standard, such representation and warranty is true in correct in all respects) as of such earlier date; and (ii) acknowledges and agrees that (A) notwithstanding the conditions to effectiveness set forth in this Second Amendment, it is not required by the terms of the Credit Agreement or any other Loan Document to which it is a party consent to the amendments to the Credit Agreement effected pursuant to this Second Amendment and (after giving effect hereto)B) nothing in this Second Amendment, (b) confirms and agrees that each the Credit Agreement, or any other Loan Document shall be deemed to which it is a party is, and shall continue require the consent of such Guarantor to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Effective Date, all references in any such Loan Document to “the Loan Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring future amendments to the Loan Agreement shall mean the Loan Agreement as amended by this Amendment, and (c) confirms and agrees that, to the extent that any Loan Document to which it is party purports to assign or pledge to the Administrative Agent, for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit of the Secured Parties, a security interest in or Lien on any Collateral as security for the Secured Obligations of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documents, or otherwise guaranteed the Secured Obligations under or with respect to the Loan Documents, such guarantee, pledge, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations to repay the Advances in accordance with the terms of Loan Agreement or the obligations of the Obligors under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effectCredit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Cpi Corp)

Reaffirmation. Each Obligor, as debtor, grantor, pledgor, guarantor, assignor, or in any other similar capacity in which such Person grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, in each case, pursuant to any Loan Document, hereby (a) confirmsTo induce the Lenders and the Administrative Agent to enter into this Amendment, ratifies each of the Loan Parties hereby acknowledges and reaffirms all of its payment and performance obligations, contingent or otherwise, obligations under the Loan Agreement and each other Loan Document to which it is a party (after giving effect hereto), (b) confirms and agrees that each Loan Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the date hereof. Each Borrower acknowledges and agrees that each of the Loan Documents to which it is a party is, and or otherwise bound shall continue to be, in full force and effect and is hereby ratified and confirmed in that all respectsof its obligations thereunder shall not be impaired or limited by the execution or effectiveness of this Amendment. (b) In furtherance of the foregoing clause (a), except that on and after the Effective Date, all references in any such Loan Document to “each of the Loan Agreement”Parties that is party to any Security Document, the in its capacity as a Agreementgrantor”, “thereto”, “thereof”, “thereunderpledgor” or words of like import referring other similar capacity under such Security Document (in such capacity, each a “Reaffirming Party”), hereby acknowledges that it has reviewed and consents to the Loan Agreement shall mean terms and conditions of this Amendment and the Loan Agreement as amended transactions contemplated hereby. In addition, each Reaffirming Party reaffirms the security interests granted by this Amendment, such Reaffirming Party under the terms and conditions of the Security Documents (c) confirms and agrees thatin each case, to the extent a party thereto) to secure the Obligations and agrees that any Loan such security interests remain in full force and effect and are hereby ratified, reaffirmed and confirmed. Each Reaffirming Party hereby (i) confirms that each Security Document to which it is a party purports or is otherwise bound and all Collateral encumbered thereby secures and will continue to assign secure, to the fullest extent possible in accordance with the Security Documents, the payment and performance of the Obligations, including without limitation the payment and performance of all such applicable Obligations that are joint and several obligations of each Guarantor and each Reaffirming Party now or pledge hereafter existing, in each case pursuant to the terms of the Security Documents such Reaffirming Party is a party to, (ii) confirms its respective grant to the Administrative Agent, Agent for the benefit of the Secured Parties, or to grant to the Administrative Agent, for the benefit Parties of the Secured Partiessecurity interest in and continuing Lien on all of such Reaffirming Party’s right, title and interest in, to and under all Collateral to which such Reaffirming Party granted a security interest in or and a continuing Lien on any Collateral pursuant to the terms of the Security Documents to which such Reaffirming Party is party to, in each case whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the Secured Obligations prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of the Obligors from time to time existing in respect of the Loan Agreement (as amended hereby) and the other Loan Documentsall applicable Obligations, or otherwise guaranteed the Secured Obligations under or with respect subject to the terms contained in the applicable Loan DocumentsDocuments and (iii) confirms its respective pledges, such guaranteegrants of security interests and other obligations, pledgeas applicable, assignment and/or grant of the security interest or Lien is hereby ratified, reaffirmed under and confirmed in all respects and confirms and agrees that such guarantee, pledge, assignment and/or grant of the security interest or Lien hereafter guarantees and secures all of the Secured Obligations as amended hereby. This Amendment does not and shall not affect any of the obligations of the Obligors, other than as expressly provided herein, including, without limitation, the Obligors’ obligations subject to repay the Advances in accordance with the terms of Loan Agreement or the obligations each of the Obligors under any Loan Document Security Documents to which they are it is a party, all of which obligations shall remain in full force and effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under any Loan Document, shall not constitute a waiver of any provision of any Loan Document, and shall not be construed as a substitution or novation of the Secured Obligations which shall remain in full force and effect.

Appears in 1 contract

Sources: Credit Agreement (Geo Group Inc)