Acknowledgment and Affirmation Clause Samples

Acknowledgment and Affirmation. Holdings, on behalf of itself and each other Credit Party, hereby (i) expressly acknowledges the terms of the Amended Credit Agreement, (ii) ratifies and affirms after giving effect to this Amendment the obligations under the Loan Documents (including guarantees and security agreements), (iii) after giving effect to this Amendment, acknowledges, renews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect, (iv) agrees that all Collateral shall rank as continuing security for the payment and discharge of the Obligations under or in connection with the Amended Credit Agreement or the Security Documents with effect from the date of its creation and (v) agrees that all Security Documents and the Collateral constituted thereby shall continue in full force and effect in all respects and the Security Documents and this Amendment shall be read and construed together.

Acknowledgment and Affirmation. The Swiss Federal Institute of Technology (ETHZ) ("ETHZ") and the University of Zurich ("UNIZH") hereby acknowledge that the Development Agreement incorrectly listed an entity referred to as "Institute of Biomedical Engineering, ETH Zurich and University of Zurich" as a party instead of ETHZ and UNIZH and that the correct parties to the Development Agreement have always been Phairson Medical Limited, ETHZ and UNIZH. ETHZ and UNIZH affirm that the rights and obligations of "Institute of Biomedical Engineering, ETH Zurich and University of Zurich" are, and have always been, therights and obligations of, and have been and will be performed by, ETHZ and UNIZH.

Acknowledgment and Affirmation. Each of the undersigned hereby unconditionally consents to all of the provisions of the Workout Agreement, as amended by this Amendment No. 3, and acknowledges receipt of a copy of this Amendment No. 3 and the Notes, including, without limitation, all amendments, supplements, modifications restatements, and extensions thereof which have been effected through the date hereof. Except as expressly amended by this Amendment No. 3 and the Amended and Restated Note (which has been executed and delivered by Debtor contemporaneously herewith), the Workout Agreement and the other WorldCom Documents, and each and every representation, warranty, covenant term and condition therein remains in full force and effect. On and after the effectiveness of this Amendment No. 3, all references to the Workout Agreement in the WorldCom Documents and in any agreements, documents and/or instruments executed and/or delivered in connection with the WorldCom Documents shall mean the Workout Agreement as amended (including as further amended by this Amendment No. 3) and as may be further amended from time to time hereafter.

Acknowledgment and Affirmation. Each of the undersigned hereby unconditionally consents to all of the provisions of the Workout Agreement, as amended by this Amendment, and acknowledges receipt of a copy of this Amendments and the Term Note.

Acknowledgment and Affirmation. The Company and each Guarantor hereby expressly acknowledge, as of the date hereof, (i) all of its obligations under the Security Documents to which it is a party are reaffirmed and remain in full force and effect on a continuous basis, (ii) its grant of security interests pursuant to the Security Documents are reaffirmed and remain in full force and effect after giving effect to the issuance of the New Notes, (iii) the Secured Obligations (as defined in the Security Agreement) include, among other things and without limitation, the due and punctual payment of the principal of, interest on, and premium (if any) on, the Notes and (iv) except as expressly set forth herein, the execution of this Supplemental Indenture shall not serve to effect a novation of the Secured Obligations (as defined in the Security Agreement).

Acknowledgment and Affirmation. Each of the Borrower and each Subsidiary Guarantor hereby (i) expressly acknowledges the terms of the Credit Agreement as amended hereby, (ii) ratifies and affirms after giving effect to this Increase Joinder its obligations under the Loan Documents (including guarantees and security agreements) executed by the Borrower and/or such Subsidiary Guarantor and (iii) after giving effect to this Increase Joinder, acknowledges renews and extends its continued liability under all such Loan Documents and agrees such Loan Documents remain in full force and effect.