as Agent. All of the defined terms in the Credit Agreement are incorporated herein by reference. The Borrower is required by, or has otherwise elected pursuant to, Section 7.12 of the Credit Agreement to cause the Subsidiary to become a "Guarantor". Accordingly, the Subsidiary hereby agrees as follows with the Agent, for the benefit of the Lenders:
as Agent. All capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Credit Agreement.
as Agent. If the Cover Page indicates Licensor is acting as an agent Licensor represents and warrants to Distributor that the following are true and correct and will remain so throughout the Agreement Term:
as Agent. TABLE OF CONTENTS
as Agent. All of the defined terms in the Credit Agreement are incorporated herein by reference. The Domestic Subsidiary is an Additional Credit Party, and, consequently, the Credit Parties are required by Section 7.12 of the Credit Agreement to cause the Domestic Subsidiary to become a "Guarantor". Accordingly, the Domestic Subsidiary hereby agrees as follows with the Agent, for the benefit of the Lenders:
as Agent. The Lenders have agreed to extend credit to the Borrower on the terms and subject to the conditions set forth in the Credit Agreement. The obligations of the Lenders to extend such credit are conditioned upon, among other things, the execution and delivery of this Agreement. Accordingly, the parties hereto agree as follows:
as Agent. You agree that CSSS only acts as your agent in the execution of your Instructions unless CSSS otherwise notifies you in the contract note or advice for the relevant Transaction or by other means.
as Agent. The Noteholders hereby appoint TCI as their agent-in-fact to take any actions and execute any documents for their benefit to carry out the provisions of this Agreement, including, without limitation, approval of documents as to form, and executing instruments to effectuate the release of liens on IN's assets as contemplated in Section 3 of this Agreement, and (except for NBC, which reserves its right to consider any such waiver) waiver of the requirement that the Bankruptcy Court's Confirming Order be final and non-appealable, provided that TCI shall not take any action that would alter the provisions for exchange of securities set forth in Section 1 of this Agreement or adversely affect the rights of the Noteholders hereunder or under the Voting Agreement. The Noteholders will each arrange to receipt for and take possession of the stock certificates evidencing their shares.
as Agent. The parties hereto agree as follows: This Amended and Restated Credit Agreement is an amendment and restatement of the $175,000,000 Credit Agreement by and among the Borrower, Wachovia Bank of Georgia, N.A. (now known as Wachovia Bank, N.A.), First Union National Bank of Georgia (now known as First Union National Bank), Guaranty Federal Bank, F.S.B., AmSouth Bank and Commerzbank AG, Atlanta Agency, and Wachovia Bank of Georgia, N.A., as the Administrative Agent, dated as of March 28, 1996, as amended prior to the date hereof by First Amendment to Credit Agreement dated as of November 22, 1996 and Second Amendment to Credit Agreement dated as of March 19, 1997 (the "Original Agreement"), which is superseded hereby.
as Agent. Except as otherwise defined herein, all terms used herein and defined in the Credit Agreement or any agreement delivered thereunder shall have the meanings assigned to them therein. In connection with this opinion, we have examined executed copies of the Facility Documents, the Pillsbury Documents, the Insurance Company Loan Documents and such other documents, records, agreements and certificates as we have deemed appropriate. We have also reviewed such matters of law as we have considered relevant for the purpose of this opinion. Based upon the foregoing, we are of the opinion that:
