Continuing Indebtedness. This Agreement amends and restates the Original Agreement and the Revolving Note constitutes a renewal and restatement of, and a replacement and substitution for, the Existing Revolving Note. The indebtedness evidenced by the Existing Revolving Note is continuing indebtedness evidenced by the Revolving Note and nothing herein shall be deemed to constitute a payment, settlement or novation of the Existing Revolving Note, or to release or otherwise adversely affect any lien, mortgage or security interest securing such indebtedness or any rights of the Bank against any collateral therefor or any guarantor, surety or other party primarily or secondarily liable for such indebtedness.
Continuing Indebtedness. This Note amends and restates that certain Secured Promissory Note issued January 20, 2000 by the Borrower to the Payee (the "Existing Secured Note") and shall be in substitution for and replacement of the Existing Secured Note. The indebtedness evidenced by the Existing Secured Note is continuing indebtedness and nothing contained herein shall be deemed to constitute payment, settlement or a novation of the Existing Secured Note.
Continuing Indebtedness. This Agreement amends and restates the Original Agreement and the Note constitutes a renewal and restatement of, and a replacement and substitution for, the Existing Note. The indebtedness evidenced by the Existing Note is continuing indebtedness evidenced by the Note, and nothing herein shall be deemed to constitute a payment, settlement or novation of the Existing Note, or to release or otherwise adversely affect any guarantor, surety or other party primarily or secondarily liable for such indebtedness.
Continuing Indebtedness. The Pro Forma Balance Sheets fairly present all long-term Indebtedness of the Company, Surviving Xxxxxx Xxxxx and its Subsidiaries on a consolidated basis expected to be outstanding immediately after giving effect to the Transaction, including as disclosed in ITEM 5.6 ("Continuing Indebtedness") of the Disclosure Schedule.
Continuing Indebtedness. There is no long-term Indebtedness of the Company and Subsidiaries on a consolidated basis expected to be outstanding immediately after giving effect to the Transaction, except as disclosed in Item 5.6 ("Ongoing Indebtedness") of the Disclosure Schedule.
Continuing Indebtedness. The indebtedness evidenced by the Note, including without limitation all amounts of Principal and interest owing thereunder, is continuing indebtedness and nothing herein shall be deemed to constitute a payment, settlement or novation of the existing indebtedness, or to release or otherwise adversely affect any lien or security interest securing such indebtedness or any rights of the Buyer against Company or any guarantor, surety or other party primarily or secondarily liable for such indebtedness. Further, nothing contained in this Amendment, nor the prior or future collection of any sums by Buyer with respect to the indebtedness shall be construed to (a) limit Buyer’s right to receive any and all other sums which may be or become due or payable with respect to the indebtedness, or otherwise, including without limitation, costs of collection, costs of enforcement and late charges; (b) waive any default or Event of Default under the Note, whether or not known to Buyer; or (c) waive, limit, prejudice or otherwise adversely affect any of Buyer’s rights, remedies or powers under the Note, by statute, at law or in equity, all of which rights, remedies and powers are expressly reserved.
Continuing Indebtedness. Lender Type of Debt Amount ------ ------------ ------ G.E. Capital Capital Lease $ 503,550 General IKL* Intercompany Debt 992,143 HSBC Note 4,264 GMAC Retail Instalment Contract 4,646 Bank and Other Parties** Guarantee 888,000 TOTAL $2,392,603 ---------- *. Amount of principal and interest due as of of November 27,1999 **. The Company has guaranteed certain of Gussack Realty's obligations. The amount guaranteed is as of January 2, 1999. Schedule 7.3(c)
Continuing Indebtedness. This Note evidences and constitutes the renewal, modification and consolidation of (i) the Demand Note executed by Borxxxxx xx favor of Lenxxx, xated as of April 16, 2001, in the original principal amount of $4,113,279.00, (ii) the Letter Agreement, dated as of October 4, 2001, as amended on November 8, 2001, by Borxxxxx xx favor of Safeguard, as assigned to Lender pursuant to an Assignment dated as of November 13, 2000 (the "Letter Agreement") and (iii) certain additional advances made or which may be made pursuant to an in accordance with the Restructuring Agreement. The execution and delivery of this Note shall not in any circumstances be deemed to have terminated, extinguished, released or discharged Borrower's indebtedness under the Demand Note or obligations under the Letter Agreement, which indebtedness and obligations shall continue under and be governed by this Note and shall continue to be secured by the collateral security for the Demand Note and Letter Agreement, as provided under the Restructuring Agreement.
Continuing Indebtedness. 10.02 Administrative Agent’s Office, Certain Addresses for Notices 10.06 Processing and Recordation Fees Form of A Committed Loan Notice B Swing Line Loan Notice C-1 Term Note C-2 Revolving Credit Note D Compliance Certificate E Assignment and Assumption F-1 Company Guaranty F-2 US Subsidiary Guaranty F-3 Japanese Guaranty F-4 Taiwanese Subsidiary Guaranty F-5 Korean Subsidiary Guaranty F-6 ASI Subsidiary Guaranty G-1 US Security Agreement G-2 Japanese Security Agreements G-2A AJI Japanese Security Agreement G-2B ASI Japanese Security Agreement G-2C ATI Japanese Security Agreement G-3 Korean Security Agreements G-4 Taiwanese Security Agreements H Designated Borrower Request and Assumption Agreement I Designated Borrower Notice J Closing Date Certificate K Solvency Certificate CREDIT AGREEMENT This CREDIT AGREEMENT is entered into as of July 27, 2007, among ASYST TECHNOLOGIES, INC., a California corporation (the “Company” or “ATI”), ASYST JAPAN, INC., a Japanese corporation (“AJI”), ASYST SHINKO, INC., a Japanese corporation (“ASI”), and certain other Subsidiaries of the Company from time to time party hereto pursuant to Section 2.14 (each a “Designated Borrower” and, together with the Company, ASI and AJI, the “Borrowers”), each financial institution from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and KEYBANK NATIONAL ASSOCIATION, as Administrative Agent, Swing Line Lender and L/C Issuer. The Company has requested that the Lenders provide a term loan facility and a revolving credit facility for general corporate purposes of the Company and its Subsidiaries, and the Lenders are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:
Continuing Indebtedness. The indebtedness arising under the evidenced by the Notes is continuing indebtedness and has been assigned to the Purchaser pursuant to the terms hereof. Nothing contained herein shall be construed to have paid any of such outstanding indebtedness as of the date hereof or to have released or terminated an lien or security interest relating thereto. The Company hereby acknowledges that the liens and security interest created pursuant to the Security Agreement remain in full force and effect after giving effect to the sale and assignment contemplated herein and secures the Notes and other indebtedness held by the Purchaser after giving effect to such sale and assignment.
