Common use of ACKNOWLEDGEMENT AND CONSENT BY GUARANTORS Clause in Contracts

ACKNOWLEDGEMENT AND CONSENT BY GUARANTORS. Each Guarantor hereby acknowledges that it has read this Amendment and consents to the terms thereof, and hereby confirms and agrees that, notwithstanding the effectiveness of this Amendment, the obligations of each Guarantor under each Loan Document to which it is a party or otherwise bound (i) shall continue in full force and effect, (ii) shall be valid and enforceable, (iii) shall not be impaired or affected by the execution or effectiveness of this Amendment, and (iv) are hereby confirmed and ratified in all respects. 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 Loan 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 Loan Document shall be deemed to require the consent of such Guarantor to any future amendments to the Credit Agreement.

ACKNOWLEDGEMENT AND CONSENT BY GUARANTORS. Each Guarantor guarantor listed on the signature pages hereof (each, a "GUARANTOR" and collectively, "GUARANTORS") hereby acknowledges that it has read this Waiver and Amendment and consents to the terms thereof, and hereby confirms and agrees that, notwithstanding the effectiveness of this Waiver and Amendment, the obligations of each Guarantor under each Loan Document to which it is a party or otherwise bound the Security and Guarantee Agreement dated October 12, 2006 (i) shall continue in full force and effectas amended through the date hereof, (ii) shall be valid and enforceable, (iiithe "SECURITY AND GUARANTEE AGREEMENT") shall not be impaired or affected by and the execution or effectiveness of this AmendmentSecurity and Guarantee Agreement is, and (iv) are shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects. Each Guarantor acknowledges and further 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 Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment, and (ii) nothing in the Credit Agreement, this Waiver and Amendment or any other Loan Document shall be deemed to require the consent of such Guarantor to any future amendments amendment to the Credit Agreement.