Borrower Joinder Sample Clauses

Borrower Joinder. (a) By its execution and delivery of this Consent, Xxxxxx’x Welding agrees, from and after the date hereof, to be a Borrower under the Amended and Restated Loan Agreement and the other Loan Documents, to assume all of the obligations of a Borrower thereunder (including without limitation, the joint and several obligation to repay all Loans and other amounts outstanding under the Amended and Restated Loan Agreement), and to make and be bound by all of the representations and warranties, covenants, terms and conditions of a Borrower thereunder as if it were a direct signatory to the Amended and Restated Loan Agreement, all of which representations and warranties, covenants, terms and conditions are acknowledged and are incorporated herein by this reference. The existing Borrowers hereby affirm the validity of their obligations under the Amended and Restated Loan Agreement and acknowledge and agree that Xxxxxx’x Welding shall hereafter be a Borrower and shall be bound by the Amended and Restated Loan Agreement and the other Loan Documents, as if it were a direct signatory thereto. As of the date hereof, Xxxxxx’x Welding will be deemed to have made each of the representations and warranties to the Agent, Syndication Agent, Co-Lead Arrangers and Book Managers, and each Lender that are set forth in the Amended and Restated Loan Agreement. For purposes of determining the compliance of Xxxxxx’x Welding with such representations and warranties pursuant to this paragraph, references in the Amended and Restated Loan Agreement to Schedules which are supplemented by this Consent shall be deemed to be references to the correspondingly numbered Schedules pertaining to Xxxxxx’x Welding attached hereto.
Sample 1
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Borrower Joinder. Each Additional Borrower hereby acknowledges, agrees and confirms that, by its execution of this Amendment, each such Additional Borrower will be deemed to be a party to the Existing Credit Agreement (as amended hereby) and a “Borrower” for all purposes of the Existing Credit Agreement (as amended hereby) and, and shall have all of the obligations of a Borrower thereunder as if it had executed the Existing Credit Agreement. Each Additional Borrower hereby ratifies, as of the date hereof, and agrees to be bound by, all of the terms, provisions and conditions applicable to the Borrowers contained in the Existing Credit Agreement (as amended hereby). Without limiting the generality of the foregoing terms of this Part 4, each Additional Borrower hereby jointly and severally together with the other Borrowers, guarantees to each Lender and the Administrative Agent, the prompt payment and performance of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration or otherwise) strictly in accordance with the terms thereof. The address of each Additional Borrower for purposes of all notices and other communications is described on Schedule 12.2 of the Existing Credit Agreement.
Sample 1
Borrower Joinder. 1. The New Canadian Borrower hereby acknowledges that it has received and reviewed a copy (in execution form) of the Credit Agreement and each other Loan Document in effect on the date hereof to which a Canadian Borrower is a party.
Sample 1
Borrower Joinder. In connection with the New U.K. Borrower Joinder, the Revolving Lenders and the Borrowers agree that the New U.K. Borrower may request Revolving Extensions of Credit and the Revolving Lenders will make such Revolving Extensions of Credit to the New U.K. Borrower in the same Permitted Currencies and upon the same terms and conditions as the Revolving Lenders make such Revolving Extensions of Credit to the Original U.K. Borrower.
Sample 1
Borrower Joinder. Each of the parties hereto acknowledge and agree that upon and immediately after the Effective Date, RPM Canada Finance shall be a Borrower hereunder and shall immediately be bound as a Borrower under the Credit Agreement and the other Loan Documents, in accordance with to the terms and conditions of the RPM Canada Finance Joinder Agreement.
Sample 1

Related to Borrower Joinder

  • New Lenders—Joinder Each New Lender shall execute a lender joinder in substantially the form of Exhibit 2.11 pursuant to which such New Lender shall join and become a party to this Agreement and the other Loan Documents with a Revolving Credit Commitment in the amount set forth in such lender joinder.

  • Joinder Agreement The Joinder Agreement with respect to the Guaranty and the Contribution Agreement to be executed and delivered pursuant to §5.2 by any Additional Subsidiary Guarantor, such Joinder Agreement to be substantially in the form of Exhibit C hereto.

  • Additional Borrowers (a) The Company may from time to time upon not less than ten (10) Domestic Business Days’ notice cause any Eligible Subsidiary to become eligible to borrow under Section 2.01 by delivering to the Administrative Agent an Election to Participate with respect to such Eligible Subsidiary. Following the delivery of an Election to Participate, if such election obligates the Administrative Agent or any Bank to comply with “know your customer” or similar identification procedures in circumstances where the necessary information is not already available to it, the Company shall, promptly upon the request of the Administrative Agent or any Bank, supply such documentation and other evidence as is reasonably requested by the Administrative Agent or any Bank in order for the Administrative Agent or such Bank to carry out and be satisfied it has complied with the results of all necessary “know your customer” or other similar checks under all applicable laws and regulations, including, a Beneficial Ownership Certification in relation to any such Eligible Borrower to the extent such Eligible Borrower qualifies as a “legal entity customer” under the Beneficial Ownership Regulation. The eligibility of any such Eligible Borrower to borrow under said Sections shall terminate (x) when the Administrative Agent receives an Election to Terminate with respect to such Eligible Borrower or (y) upon a change (such change, a “Change in Jurisdiction”) in the jurisdiction of organization or formation of such Eligible Borrower (other than a change from one State of the United States to another State of the United States); provided that the Company may at any time after such termination, subject to compliance with this Section 2.18 (assuming that such Eligible Borrower was an Eligible Subsidiary for purposes of the fifth paragraph hereof) and Section 3.03, cause such Eligible Borrower to become eligible to borrow under Section 2.01 by delivering to the Administrative Agent an Election to Participate with respect to such Eligible Borrower. Each Election to Participate delivered to the Administrative Agent shall be duly executed on behalf of the relevant Eligible Subsidiary and the Company, and each Election to Terminate delivered to the Administrative Agent shall be duly executed on behalf of the Company. The delivery of an Election to Terminate with respect to an Eligible Borrower or a Change in Jurisdiction of an Eligible Borrower shall not affect any obligation of the relevant Eligible Borrower theretofore incurred. The Administrative Agent shall promptly (i) give notice to the Banks of its receipt of any Election to Participate, Election to Terminate or notice of a change in the jurisdiction of organization or formation of an Eligible Borrower pursuant to Section 5.01(j) and (ii) provide such Election to Participate or Election to Terminate to each Bank. Any Bank may, with notice to the Administrative Agent and the Company, fulfill its Commitment to any Eligible Borrower not organized under the laws of the United States or any State thereof by causing an Affiliate of such Bank to act as the Bank in respect of such Eligible Borrower; provided that, for all purposes of voting or consenting with respect to (a) any amendment, supplementation or modification of any Loan Document, (b) any waiver of any requirements of any Loan Document or any Default or Event of Default and its consequences, or (c) any other matter as to which a Bank may vote or consent pursuant to Section 11.06 of this Agreement, the Bank making such election shall be deemed the “Person” rather than such Affiliate, which shall not be entitled to vote or consent. As soon as practicable after receiving notice from the Company or the Administrative Agent of the Company’s intent to designate any Eligible Subsidiary that is not organized under the laws of the United States or any State thereof as a Borrower, and in any event within two Domestic Business Days after the delivery of an executed Election to Participate to the Administrative Agent pursuant to this Section 2.18(a) with respect to such Eligible Subsidiary, any Bank that is prohibited by law or by any bona fide policy of general applicability from lending to, establishing credit for the account of and/or doing any business whatsoever with Persons in the jurisdiction of such Eligible Subsidiary directly or through an Affiliate of such Bank as provided in the immediately preceding paragraph (a “Protesting Bank”) shall so notify the Company and the Administrative Agent in writing. With respect to each Protesting Bank, the Company shall, effective on or before the date that such Eligible Borrower shall have the right to borrow hereunder, either (A) notify the Administrative Agent and such Protesting Bank that the Commitments of such Protesting Bank shall be terminated; provided that such Protesting Bank shall have received payment of an amount equal to the outstanding principal of its Loans, accrued interest thereon, accrued fees and all other amounts payable to it hereunder (notwithstanding any provision herein providing that such amounts shall be applied to the Banks ratably), or (B) cancel its request to designate such Eligible Subsidiary as an “Eligible Borrower” hereunder.

  • AMENDMENT, SUPPLEMENT AND WAIVER The Indenture, the Guarantees or the Notes may be amended or supplemented as provided in the Indenture.

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