Common use of Acquisition Documentation Clause in Contracts

Acquisition Documentation. The Acquisition is being consummated contemporaneously with the funding of the Loans hereunder in accordance with the terms of the Acquisition Documentation and applicable law. The Borrowers have delivered to the Administrative Agent true, complete and correct copies of the Acquisition Documentation (including all schedules, exhibits, annexes, amendments, supplements, modifications and all other documents delivered pursuant thereto or in connection therewith). The Acquisition Documentation as originally executed and delivered by the parties thereto has not been amended, waived, supplemented or modified in any material respect without the consent of each Administrative Agent. On the Effective Date and after giving effect to the consummation of the Transactions, none of the Loan Parties or any other party to any of the Acquisition Documentation is in default in the performance of or compliance with any provisions under the Acquisition Documentation. To the best of each Loan Party’s knowledge, none of the sellers’ representations or warranties in the Acquisition Documentation contain any untrue statement of a material fact or omit any fact necessary to make the statements therein not misleading. Each of the representations and warranties given by each applicable Loan Party in the Acquisition Documentation is true and correct in all material respects. Notwithstanding anything contained in the Acquisition Documentation to the contrary, such representations and warranties of the Loan Parties are incorporated into this Agreement by this Section 3.20 and shall, solely for purposes of this Agreement and the benefit of Administrative Agent and Lenders, survive the consummation of the Acquisition.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Joe's Jeans Inc.)

Acquisition Documentation. The Acquisition is being consummated contemporaneously with the funding of the Loans initial Borrowings hereunder in accordance with the terms of the Acquisition Documentation and applicable law. The Borrowers have delivered to the Administrative Agent true, complete and correct copies of the Acquisition Documentation (including all schedules, exhibits, annexes, amendments, supplements, modifications and all other documents delivered pursuant thereto or in connection therewith). The Acquisition Documentation as originally executed and delivered by the parties thereto has not been amended, waived, supplemented or modified in any material respect without the consent of each Administrative Agent. On the Effective Date and after giving effect to the consummation of the Transactions, none of the Loan Parties or any other party to any of the Acquisition Documentation is in default in the performance of or compliance with any provisions under the Acquisition Documentation. To the best of each Loan Party’s knowledge, none of the sellers’ representations or warranties in the Acquisition Documentation contain any untrue statement of a material fact or omit any fact necessary to make the statements therein not misleading. Each of the representations and warranties given by each applicable Loan Party in the Acquisition Documentation is true and correct in all material respects. Notwithstanding anything contained in the Acquisition Documentation to the contrary, such representations and warranties of the Loan Parties are incorporated into this Agreement by this Section 3.20 and shall, solely for purposes of this Agreement and the benefit of Administrative Agent and Lenders, survive the consummation of the Acquisition.

Appears in 1 contract

Sources: Revolving Credit Agreement (Joe's Jeans Inc.)