Effective as of the Effective Date. (a) The Credit Agreement is hereby amended as set forth in the conformed copy of the Credit Agreement as amended by this Amendment attached as Exhibit A hereto.
Effective as of the Effective Date. 1.1. By signing this Agreement, the (i) New Originator shall join the SCA and each Fee Letter as an Originator, and hereby assumes any and all interests, obligations, rights, duties and liabilities in its capacity as an Originator under the SCA and each such Fee Letter. All references to the “Originators” in the SCA shall be deemed to include the New Originator. All references to the “Originators” in any Fee Letter shall be deemed to include the New Originator. Without limitation of the foregoing, to the extent applicable to it, the New Originator represents and warrants that the representations and warranties in Section 5 of the SCA applicable to an Originator, are true and correct in all material respects as of the date hereof as the New Originator (provided that if any such representation and warranty is qualified as to materiality, with respect to such representation and warranty, the materiality qualifier set forth above shall be disregarded for the purposes of this condition). The New Originator acknowledges and confirms that it has received a copy of the SCA and the schedules and exhibits thereto. The New Originator agrees that at any time and from time to time, upon the reasonable written request of the Administrative Agent, it will execute and deliver such further documents and do such further acts and things as the Administrative Agent may reasonably request in order to effect the purposes of this Agreement, including, without limitation, actions as are reasonably requested by the Administrative Agent to maintain and perfect, as a first-priority interest, the Administrative Agent’s security interest in the Receivables, Related Security and Collections. Such Originator shall, from time to time and within the time limits established by law, prepare and present to the Administrative Agent for the Administrative Agent’s authorization and approval, all financing statements, amendments or continuations, or other filings necessary to continue, maintain and perfect the Buyer’s and the Administrative Agent’s security interest as a first-priority interest;
Effective as of the Effective Date. (a) Section 1.1 of the Credit Agreement shall be amended by adding the following sentence at the end of the defined term "INDEBTEDNESS": "Notwithstanding the foregoing, the Permitted Sale/Leaseback Transaction shall be excluded from 'sale and leaseback transactions' in clause (x) of the definition of Indebtedness; provided, however, if the lease obligations under the Permitted Sale/Leaseback Transaction would otherwise be included in the definition of Indebtedness, such lease obligations shall not be excluded from the definition of Indebtedness."
Effective as of the Effective Date. (a) the Assignee shall be a Lender for all purposes of the Credit Agreement and the other Loan Documents and all references therein to "Lenders" or "a Lender" shall be deemed to include the Assignee;
Effective as of the Effective Date. Assignor hereby fully and forever assigns and transfers to Assignee all of Assignor’s right, title, and interest, in and to the Intangible Property, including the contracts, permits, licenses, and warranties listed on Schedule 1 and Assignor hereby agrees to indemnify, protect, defend and hold Assignee and its partners, officers, employees, and agents harmless from and against any claims, suits, damages, liability, costs and/or expenses arising out of or resulting from any breach of or default in the performance of any of the duties, obligations or liabilities of Assignor under the contracts, permits, licenses, and warranties listed on Schedule 1 prior to the Effective Date. The foregoing is not intended to limit the specific indemnification by Assignor, as Seller under the Contract.
Effective as of the Effective Date. 1.1. The following definitions are hereby inserted to Section 1.1 of the Agreement in alphabetical order:
Effective as of the Effective Date. SELLER HEREBY ---------- ASSIGNS TO BUYER ALL OF SELLER'S RIGHT, TITLE AND INTEREST IN AND TO THE INTANGIBLE PERSONAL PROPERTY (AS DEFINED IN THE ASSET PURCHASE AGREEMENT), INCLUDING WITHOUT LIMITATION, THE INTELLECTUAL PROPERTY (AS DEFINED IN THE ASSET PURCHASE AGREEMENT) ON THE TERMS AND CONDITIONS OF THE ASSET PURCHASE AGREEMENT.
Effective as of the Effective Date. 1.1. Each of the New Originators is hereby added as an Originator under the Agreement.
