Reinstatement; Certain Payments. If any claim is ever made upon any Secured Party for repayment or recovery of any amount or amounts received by such Secured Party in payment or on account of any of the Obligations, such Secured Party shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Secured Party repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Secured Party or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Secured Party with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Secured Party hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Secured Party.
Reinstatement; Certain Payments. If any claim is ever made upon the Agent or any Lender for repayment or recovery of any amount or amounts received by the Agent or such Lender in payment or on account of any of the Obligations, the Agent or such Lender shall give prompt notice of such claim to each other Lender and the Borrower, and if the Agent or such Lender repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over the Agent or such Lender or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by the Agent or such Lender with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to the Agent or such Lender hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by the Agent or such Lender.
Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C Issuer.
Reinstatement; Certain Payments. If claim is ever made upon Lender ------------------------------- for repayment or recovery of any amount or amounts received by Lender in payment or on account of any of the Obligations under this Agreement, Lender shall give prompt notice of such claim to Borrower, and if Lender repays all or part of said amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over Lender or any of its property or (ii) any good faith settlement or compromise of any such claim effected by Lender with any such claimant, then and in such event, Borrower agrees that (a) any such judgment, decree, order, settlement or compromise shall be binding upon Borrower notwithstanding the cancellation of the Note or other instrument evidencing the Obligations under this Agreement or the other Loan Documents or the termination of this Agreement or the other Loan Documents and (b) it shall be and remain liable to Lender hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by Lender.
Reinstatement; Certain Payments. If claim is ever made upon any Lender for repayment or recovery of any amount or amounts received by such Lender in payment or on account of any of the Obligations under this Agreement, such Lender shall give prompt notice of such claim to the Administrative Agent and the Company, and if any Lender repays all or part of said amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Lender or any of its property, or (ii) any settlement or compromise of any such claim effected by such Lender with any such claimant, then and in such event the Company agrees that any such judgment, decree, order, settlement or compromise shall be binding upon the Company notwithstanding the cancellation of any Note or other instrument evidencing the Obligations under this Agreement or the termination of this Agreement, and the Company shall be and remain liable to such Lender hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Lender.
Reinstatement; Certain Payments. If any claim is ever made upon the Collateral Agent or any Lender for repayment or recovery of any amount or amounts received by the Collateral Agent or such Lender in payment or on account of any of the Obligations, the Collateral Agent or such Lender shall give prompt notice of such claim to the Collateral Agent and each Lender and the Borrower, and if the Collateral Agent or such Lender repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over the Collateral Agent or such Lender or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by the Collateral Agent or such Lender with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to the Collateral Agent or such Lender hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by the Collateral Agent or such Lender.
Reinstatement; Certain Payments. If any claim is ever made upon the Lenders, Issuer, Issuer or Agents for repayment or recovery of any amount or amounts received by the Lenders, Issuer or Agents in payment or received on account of any of the Obligations, the Lenders, Issuer or Agents shall give prompt notice of such claim to Borrower, and if the Lenders, Issuer or Agents repay all or part of such amount by reason of (i) any judgment, decree or order of any court of competent jurisdiction or administrative body having jurisdiction over the Lenders, Issuer, Agents or any of their respective property, or (ii) any good faith settlement or compromise of any such claim effected by the Lenders, Issuer or Agents with any such claimant, then and in such event Borrower agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any instrument evidencing the Obligations or the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to the Lenders, Issuer or Agents hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by the Lenders, Issuer or Agents.
Reinstatement; Certain Payments. If claim is ever ------------------------------- made upon the Agent, the Lenders or the L/C Issuer for repayment or recovery of any amount or amounts received by the Agent, the Lenders or the L/C Issuer in payment or on account of any of the Obligations under this Agreement, the Agent, the Lenders or the L/C Issuer shall give prompt notice of such claim to each other Lender and the L/C Issuer, any Borrower, or any Guarantor and if the Agent, the Lenders or the L/C Issuer repays all or part of said amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over the Agent, the Lenders or the L/C Issuer or any of their property, or (ii) any good faith settlement or compromise of any such claim effected by the Agent with any such claimant, provided that, in the absence of -------- ---- an Event of Default, reasonable efforts have been made by the Agent to give notice of such settlement or compromise to the Administrative Borrower, then and in such event each Borrower and Guarantor agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon such Borrower or such Guarantor notwithstanding the cancellation of any Note or other instrument evidencing the Obligations under this Agreement or the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to the Agent, the Lenders or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by the Agent, the Lenders or the L/C Issuer.
Reinstatement; Certain Payments. If claim is ever made upon the Agents or the Lenders for repayment or recovery of any amount or amounts received by the Agents or the Lenders in payment or on account of any of the Obligations under this Agreement, the Agents or the Lenders shall give prompt notice of such claim to each other Lender and the L/C Issuer, the Company and the Borrowers, and if the Agents or the Lenders repays all or part of said amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over the Agents or the Lenders or any of their property, or (ii) any good faith settlement or compromise of any such claim effected by the Agents or the Lenders with any such claimant, then and in such event the Company and each Borrower agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon the Company and the Borrowers notwithstanding the cancellation of any Note or other instrument evidencing the Obligations under this Agreement or the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to the Agents and the Lenders hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by the Agents or the Lenders.
Reinstatement; Certain Payments. 117 Section 12.15 Indemnification; Limitation of Liability for Certain Damages. 117 Section 12.16 Records. 119 Section 12.17 Binding Effect. 119 Section 12.18 Highest Lawful Rate. 119 Section 12.19 Confidentiality. 120 Section 12.20 Public Disclosure. 121 Section 12.21 Integration. 121 Section 12.22 USA PATRIOT Act. 121 Section 12.23 Acknowledgement and Consent to Bail-In of EEA Financial Institutions. 121 SCHEDULE AND EXHIBITS Schedule 1.01(A) Lenders and Lenders’ Commitments Schedule 1.01(B) Closing Date Mortgaged Properties Schedule 6.01(e) Capitalization; Subsidiaries Schedule 6.01(f) Litigation Schedule 6.01(i) ERISA Schedule 6.01(l) Nature of Business Schedule 6.01(q) Environmental Matters Schedule 6.01(r) Insurance Schedule 6.01(u) Intellectual Property Schedule 6.01(v) Material Contracts Schedule 7.01(r) Post-Closing Matters Schedule 7.02(a) Existing Liens Schedule 7.02(b) Existing Indebtedness Schedule 7.02(e) Existing Investments Schedule 7.02(k) Limitations on Dividends and Other Payment Restrictions Exhibit A Form of Joinder Agreement Exhibit B Form of Assignment and Acceptance Exhibit C Form of Notice of Borrowing Exhibit D Form of Promissory Note Exhibit E [Reserved] Exhibit F Form of Mortgage Exhibit 2.09(d)-1 U.S. Tax Compliance Certificate (For Foreign Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes) Exhibit 2.09(d)-2 U.S. Tax Compliance Certificate (For Foreign Participants That Are Not Partnerships For U.S. Federal Income Tax Purposes) Exhibit 2.09(d)-3 U.S. Tax Compliance Certificate (For Foreign Participants That Are Partnerships For U.S. Federal Income Tax Purposes) Exhibit 2.09(d)-4 U.S. Tax Compliance Certificate (For Foreign Lenders That Are Partnerships For U.S. Federal Income Tax Purposes) CREDIT AGREEMENT Credit Agreement, dated as of November 19, 2019, by and among New Media Investment Group Inc., a Delaware corporation (to be renamed Gannett Co., Inc. upon the effectiveness of the Merger; “Holdings”), Arctic Holdings LLC (to be renamed Gannett Holdings LLC upon the effectiveness of the Merger), a Delaware limited liability company (the “Borrower”), each Person listed as a “Guarantor” on the signature pages hereto (together with each other Person that executes a joinder agreement and becomes a “Guarantor” hereunder or otherwise guaranties all or any part of the Obligations (as hereinafter defined), each a “Guarantor” and collectively, the “Guarantors”), the lenders from time to time party hereto (each a “...
