Common use of New Lender Clause in Contracts

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (the “New Lender”) (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender.

Appears in 2 contracts

Sources: Credit Agreement (Firstenergy Corp), Credit Agreement (Firstenergy Corp)

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (The New Lender hereby consents to this Amendment. Each of the New Lender, the Administrative Agent and the Borrower acknowledges and agrees that, upon the execution and delivery of an Assignment and Assumption signed by the New Lender, as assignee, and each Non-Consenting Lender, as assignor (or deemed to have been signed by such Non-Consenting Lender pursuant to Section 3.07(b) of the Amended Credit Agreement), the New Lender (i) represents and warrants that (A) it has full power and authorityshall become a “Lender” under, and has taken for all action necessarypurposes, and subject to execute and deliver this Amendment and to consummate the transactions contemplated hereby and bound by the terms, of the Amended Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified other Loan Documents with Term B-1 Loans in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, an amount equal to the extent aggregate principal amount of its Commitments, shall have the obligations all Existing Loans of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Partiesall Non-Consenting Lenders, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Amended Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, thereto and (iii) agrees shall perform all the obligations of and shall have all rights of a Lender thereunder. Each Non-Consenting Lender that (A) it will, independently does not execute such Assignment and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, Assumption shall be deemed to have executed and based on delivered such documents Assignment and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform Assumption in accordance with their terms Section 3.07(b) of the Amended Credit Agreement. After the assignment (or deemed assignment) of Term B-1 Loans by each Non-Consenting Lender to the New Lender as contemplated above, the New Lender and the Consenting Lenders shall together hold all of the obligations which by the terms of the Loan Documents are required to be performed by it as a LenderTerm B-1 Loans.

Appears in 2 contracts

Sources: Credit Agreement (Cooper-Standard Holdings Inc.), Credit Agreement (Cooper-Standard Holdings Inc.)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if the New Lender”) (i) Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Second Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 8.01 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Second Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Second Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Credit Agreement and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 2 contracts

Sources: Credit Agreement, Credit Agreement (Atlas Resource Partners, L.P.)

New Lender. ▇▇▇▇▇ Fargo Cornerstone Capital Bank, National Association SSB has become a Lender (in such capacity, the “New Lender”) (i) by its execution of this Amendment. As of the date hereof, the Commitment of each Lender is now as set forth on Schedule 2.1 attached to this Amendment, and the existing Lenders hereby assign to the New Lender so much of their Commitments and Loans as necessary to effectuate such reallocation, without representation, warranty or recourse. The New Lender represents and warrants that to Administrative Agent as follows: (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, ; (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into execute this Amendment and to become a Lender under the Credit Agreement on the basis of which Agreement; (c) it has made such analysis and decision has, independently and without reliance on the upon Administrative Agent, any “Joint Lead Arranger” Agent or any Lender and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other Lender or their respective Related condition and creditworthiness of the Loan Parties, (ii) appoints and authorizes all applicable bank or other regulatory Laws relating to the Administrative Agent transactions contemplated by the Credit Agreement, and made its own decision to take such action as agent on its behalf enter into the Credit Agreement and to exercise such powers extend credit to Borrower under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and Credit Agreement; (iii) agrees that (Ad) it will, independently and without reliance on the upon Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under the Credit Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Loan Parties; and (Be) it will perform perform, in accordance with their terms terms, all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. The New Lender acknowledges as follows: (i) neither Administrative Agent nor any Lender has made any representation or warranty to it, and no act by Administrative Agent or any Lender hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by Administrative Agent or any Lender to any other Lender as to any matter, including whether Administrative Agent or any Lender has disclosed material information in its possession; (ii) except for notices, reports and other documents expressly required to be furnished to the Lenders by Administrative Agent pursuant to the Credit Agreement, Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition and creditworthiness of any Loan Party or any of its Affiliates which may come into the possession of Administrative Agent; and (iii) on the date hereof, it shall be deemed automatically to have become a party to the Credit Agreement and have all rights and obligations of a Lender under the Credit Agreement and the other Loan Documents as if it were an original Lender signatory thereto. On the date hereof, the New Lender agrees to be bound by the terms and conditions set forth in the Credit Agreement and the other Loan Documents applicable to Lenders as if it were an original Lender signatory thereto (and expressly makes the appointment set forth in, and agrees to the obligations imposed under, Article 10 of the Credit Agreement). New Lender’s execution of this Amendment constitutes its execution of a joinder agreement pursuant to Section 2.10(a)(iii) of the Credit Agreement.

Appears in 2 contracts

Sources: Credit Agreement (StratCap Digital Infrastructure REIT, Inc.), Credit Agreement (StratCap Digital Infrastructure REIT, Inc.)

New Lender. ▇▇▇▇▇ Fargo BankEffective as of the Fifth Amendment Effective Date, National Association (each New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if such New Lender”) (i) Lender were an original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Fifth Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 8.01 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Fifth Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Fifth Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Credit Agreement and the terms of the other Loan Documents are required and have the rights and obligations of a Lender thereunder. Subject to Section 10.3 hereof, from the Fifth Amendment Effective Date until the Earthstone Merger Effective Date, each New Lender’s Revolving Commitment, Elected Revolving Commitment and Maximum Credit Amount shall be performed by it as a Lender$0.

Appears in 2 contracts

Sources: Credit Agreement (Permian Resources Corp), Credit Agreement (Permian Resources Corp)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement (as amended by this Amendment) as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if such New Lender”) Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender (ia) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bii) it satisfies meets all the requirementsrequirements to be an assignee under Section 10.06(b)(iii) and (v) of the Credit Agreement (subject to such consents, if any, specified in as may be required under Section 10.06(b)(iii) of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement), (Ciii) from and after the First Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement (as amended by this Amendment) as a Lender thereunder and, to the extent of its Commitmentsthe Loans and Commitments acquired by such New Lender pursuant to this Amendment (such New Lender’s “Acquired Interest”), shall have the obligations of a Lender thereunder, (Div) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments such Acquired Interest and either it, or the Person exercising discretion in making its decision to acquire its Commitmentssuch Acquired Interest, is experienced in acquiring assets of this such type, and (Ev) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(gSection 4.01(a)(xi), 6.01(a) of the Existing Credit Agreementor 6.01(b) thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which purchase such Acquired Interest, (vi) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf enter into this Amendment and to exercise purchase such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoAcquired Interest, and (iiivii) if it is a Foreign Lender, it has delivered any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by such New Lender; and (b) agrees that (Ai) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender.

Appears in 2 contracts

Sources: Credit Agreement, Credit Agreement (Sunoco LP)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if the New Lender”) (i) Lender was an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Fourth Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 8.01 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Fourth Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Fourth Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Credit Agreement and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Credit Agreement (Civitas Resources, Inc.)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Amended Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Amended Credit Agreement, to the same extent as if the New Lender”) (i) Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Amended Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and First Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Amended Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and has received or has been accorded the Credit Agreement, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 6.1 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this First Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the First Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Amended Credit Agreement and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Credit Agreement (Natural Gas Services Group Inc)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if each New Lender”) (i) Lender was an original signatory to the Credit Agreement. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this First Amendment, to perform its obligations under this First Amendment and the Credit Agreement, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 8.01, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this First Amendment and the Credit Agreement and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the First Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Credit Agreement and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Credit Agreement (SM Energy Co)

New Lender. ▇▇▇▇▇ Fargo BankAs of the Second Amendment Effective Date, National Association the parties hereto hereby agree and acknowledge that, by executing this Amendment, Drawbridge Special Opportunities Fund LP (the "New Lender") (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to shall become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Financing Agreement and under applicable law the other Loan Documents. The New Lender (a) confirms that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy copies of the Existing Credit Financing Agreement and the Credit Agreementother Loan Documents, together with copies of the most recent financial statements delivered pursuant referred to Sections 5.01(g) of the Existing Credit Agreement, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, Financing Agreement; (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iiib) agrees that (A) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” the Collateral Agent, or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the timeDOC ID - 22614363.5 13 INFORMATION AS IT SHALL DEEM APPROPRIATE AT THE TIME, continue to make its own credit decisions in taking or not taking action under the Loan DocumentsCONTINUE TO MAKE ITS OWN CREDIT DECISIONS IN TAKING OR NOT TAKING ACTION UNDER THE LOAN DOCUMENTS; (C) APPOINTS AND AUTHORIZES EACH OF THE ADMINISTRATIVE AGENT AND THE COLLATERAL AGENT TO TAKE SUCH ACTION AS THE ADMINISTRATIVE AGENT OR THE COLLATERAL AGENT (AS THE CASE MAY BE) ON ITS BEHALF AND TO EXERCISE SUCH POWERS UNDER THE LOAN DOCUMENTS AS ARE DELEGATED TO THE ADMINISTRATIVE AGENT OR THE COLLATERAL AGENT (AS THE CASE MAY BE) BY THE TERMS THEREOF, and TOGETHER WITH SUCH POWERS AS ARE REASONABLY INCIDENTAL THERETO; AND (BD) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender.AGREES THAT IT WILL PERFORM IN ACCORDANCE WITH THEIR TERMS ALL OF THE OBLIGATIONS WHICH BY THE TERMS OF THE LOAN DOCUMENTS ARE REQUIRED TO BE PERFORMED BY IT AS A LENDER. AS OF THE DATE HEREOF, THE NEW LENDER SHALL (I) BE A PARTY TO THE FINANCING AGREEMENT AND THE OTHER LOAN DOCUMENTS, (II) BE A "LENDER" FOR ALL PURPOSES OF THE FINANCING AGREEMENT AND THE OTHER LOAN DOCUMENTS AND (III) HAVE THE RIGHTS AND OBLIGATIONS OF A LENDER UNDER THE FINANCING AGREEMENT AND THE OTHER LOAN DOCUMENTS. THE BORROWER HEREBY CONSENTS TO THE NEW LENDER BECOMING A LENDER UNDER THE FINANCING AGREEMENT AND THE OTHER LOAN DOCUMENTS. DOC ID - 22614363.5 14

Appears in 1 contract

Sources: Financing Agreement (Aurora Diagnostics Holdings LLC)

New Lender. ▇▇▇▇▇ Fargo Bank(a) Effective as set forth in Section 5 below, National Association (each undersigned New Lender agrees to make Revolving Credit Loans pursuant to the terms of the Amended Credit Agreement in the principal amount of such New Lender’s Revolving Credit Commitment as set forth on Schedule I to the Amended Credit Agreement. Each New Lender not a party to the Existing Credit Agreement hereby acknowledges and agrees that, by its execution of this Amendment as a “New Lender”, (i) such New Lender will be deemed to be a party to the Amended Credit Agreement as a “Revolving Credit Lender” and a “Lender” and (ii) such New Lender shall have all of the obligations of a “Revolving Credit Lender” and a “Lender” under the Amended Credit Agreement and agrees to be bound by all of the terms, provisions and conditions applicable to “Revolving Credit Lenders” and “Lenders” contained in the Amended Credit Agreement, in each case, as if it had executed the same. (b) Each undersigned New Lender (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect legally authorized to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of enter into this type, and Amendment; (Eii) confirms that it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement9.1. and 9.2. thereof, as applicable, and has reviewed such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and Amendment; (iii) agrees that (A) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan DocumentsAmended Credit Agreement or any other instrument or document furnished pursuant hereto or thereto; (iv) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Amended Credit Agreement or any other instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are incidental thereto; and (Bv) if it will perform in accordance with their terms all of is a Foreign Lender, confirms that it has delivered any documentation to the obligations which Administrative Agent and the Borrower required to be delivered by it pursuant to the terms of the Loan Documents are required to be performed Amended Credit Agreement, duly completed and executed by it as a Lenderit.

Appears in 1 contract

Sources: Credit Agreement (RLJ Lodging Trust)

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (a) The Lender executing this Amendment as a “New Lender” (the “New Lender”) ) (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies meets the requirements, if any, specified in requirements to be an Assignee under Section 10.6 of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 6.1 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which Amendment, (D) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoenter into this Amendment, and (iiiE) it is not and will not be (1) an employee benefit plan subject to Title I of ERISA, (2) a plan or account subject to Section 4975 of the Code, (3) an entity deemed to hold “plan assets” of any such plans or accounts for purposes of ERISA or the Code, or (4) a “governmental plan” within the meaning of ERISA; and (ii) agrees that (A) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. (b) Each Borrower agrees that, as of the Second Amendment Effective Date, the New Lender shall (i) be a party to the Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (c) The applicable address, facsimile number and electronic mail address of the New Lender for purposes of Section 10.2 of the Credit Agreement are as set forth in the New Lender’s Administrative Questionnaire delivered by the New Lender to the Administrative Agent on or before the Second Amendment Effective Date or such other address, facsimile number and electronic mail address as shall be designated by the New Lender in a notice to the Administrative Agent.

Appears in 1 contract

Sources: Credit Agreement (SunCoke Energy, Inc.)

New Lender. ▇▇▇▇▇ Fargo (a) From and after the date hereof, the New Lender shall be deemed to be a Lender for all purposes of the Credit Agreement, and each reference to the Lenders in the Credit Agreement shall be deemed to include the New Lender. The New Lender appoints JPMorgan Chase Bank, National Association N.A. as the Administrative Agent and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto. (the “b) The New Lender”) Lender (ia) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment No. 3 and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bii) it satisfies meets all the requirementsrequirements to be an assignee under Section 10.6 of the Credit Agreement (subject to such consents, if any, specified in the Credit Agreement and under applicable law that are as may be required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lenderthereunder), (Ciii) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eiv) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) Section 6.1 of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which No. 3, (v) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment No. 3, and (iivi) appoints and authorizes if it is a Foreign Lender, any documentation required to be delivered by it pursuant to the Administrative Agent to take such action as agent on its behalf and to exercise such powers under terms of the Loan Documents as are delegated Credit Agreement has been delivered to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, Agent; and (iiib) agrees that (Ai) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender.

Appears in 1 contract

Sources: Revolving Credit and Term Loan Agreement (MPT Operating Partnership, L.P.)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if such New Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such actions as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender (the “New Lender”) (ix) represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bb) it satisfies meets all the requirementsrequirements of an Eligible Assignee under the Credit Agreement (subject to such consents, if any, specified in as may be required under Section 10.07(b)(iii) of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement), (Cc) from and after the Ninth Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, and shall have the obligations of a Lender thereunder, (Dd) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments Commitment and either it, or the Person exercising discretion in making its decision to acquire its CommitmentsCommitment, is experienced in acquiring assets of this such type, and (Ee) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 6.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which Amendment, (f) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf enter into this Amendment and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoprovide its Commitment, and (iiig) it has delivered all documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by it; and (y) agrees that (Aa) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bb) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender.

Appears in 1 contract

Sources: Credit Agreement (Martin Midstream Partners L.P.)

New Lender. ▇▇▇▇▇ Fargo Bank(a) By its execution of this Amendment, National Association (the New Lender shall become a party to the Credit Agreement as of the Sixth Amendment Effective Date and shall have all the rights and obligations, severally and not jointly, of a New Lender”) (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by ” under the Credit Agreement and the other Loan Documents as if it were an original signatory thereto, and shall agree, and does hereby agree, severally and not jointly, to become a Lender under be bound by the Credit Agreement, (B) it satisfies the requirements, if any, specified terms and conditions set forth in the Credit Agreement and under applicable law that the other Loan Documents to which the Lenders are required to be satisfied by a party, in each case, as if it in order to acquire its Commitments under the Credit Agreement and become a were an original signatory thereto. (b) The New Lender, (C) from severally and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereundernot jointly, (Di) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) confirms that it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which Agreement; (ii) agrees that it has made such analysis and decision independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and based on such information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and the Credit Agreement (iii) agrees and that (A) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” the Issuing Bank or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement); (iii) represents and warrants that (A) its name set forth herein is its legal name, (B) it has the full power and authority and the legal right to make, deliver and perform, and has taken all necessary action, to authorize the execution, delivery and performance of this Amendment, and any and all other documents delivered by it in connection herewith and to fulfill its obligations under, and to consummate the transactions contemplated by, this Amendment, the Credit Agreement and the other Loan Documents, (C) no consent or authorization of, filing with, or other act by or in respect of any Governmental Authority, is required in connection herewith or therewith, and (BD) this Amendment constitutes its legal, valid and binding obligation; (iv) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; (v) appoints and authorizes the Issuing Bank to take such action as letter of credit issuing bank on its behalf and to exercise such powers and discretion under the Loan Documents as are delegated to the Issuing Bank by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; (vi) agrees that it will perform in accordance with their terms all of the obligations which that by the terms of the Loan Documents Credit Agreement are required to be performed by it as a Lender; and (vii) represents and warrants that under applicable Laws no tax will be required to be withheld by the Administrative Agent or the Borrower with respect to any payments to be made to the New Lender hereunder or under any Loan Document, and no tax forms described in Section 5.03(a) of the Credit Agreement are required to be delivered by the New Lender (or if required, such tax forms have been delivered to the Administrative Agent as required under Section 5.03(a) of the Credit Agreement). (c) The New Lender hereby advises each other party hereto that its respective address for notices and its respective Lending Office shall be as set forth below its name on its signature page attached hereto. (d) On the Sixth Amendment Effective Date, each of the Lenders that was a Lender prior to the date Sixth Amendment Effective Date (each, an “Existing Lender”) hereby sells, assigns, transfers and conveys to the New Lender, and the New Lender hereto hereby purchases and accepts, so much of the aggregate commitments under, and loans and participations in letters of credit outstanding under, the Credit Agreement such that, immediately after giving effect to the effectiveness of this Amendment, the Applicable Percentage of each Lender to the Credit Agreement and the portion of the relevant Commitment of each Lender, shall be as set forth on Annex I, as amended hereby (it being understood that if any Letters of Credit are outstanding under the Credit Agreement as of the Sixth Amendment Effective Date, then the New Lender shall have purchased and accepted from the Existing Lenders, a participation in such outstanding Letters of Credit based on its respective Applicable Percentage). The foregoing assignments, transfers and conveyances are without recourse to any Existing Lender and without any warranties whatsoever by the Administrative Agent, the Issuing Bank or any Existing Lender as to title, enforceability, collectability, documentation or freedom from liens or encumbrances, in whole or in part, other than that the warranty of any such Existing Lender that it has not previously sold, transferred, conveyed or encumbered such interests. The Existing Lenders and the Lenders shall, if appropriate, make all appropriate adjustments in payments under the Credit Agreement and the other Loan Documents thereunder for periods prior to the adjustment date among themselves, but in no event shall any such adjustment of Eurodollar Loans (a) constitute a payment or prepayment of all or a portion of any Eurodollar Loans or (b) entitle any Lender to any reimbursement under Section 5.02 of the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Magnum Hunter Resources Corp)

New Lender. ▇▇▇▇▇ Fargo BankBy its execution and delivery of this Amendment, National Association (the New Lender”) (i) Lender hereby agrees to become a Lender under the Credit Agreement with a Revolving Commitment as set forth on Schedule II to the Credit Agreement. The New Lender hereby represents and warrants that to the Administrative Agent as follows: (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (Cb) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its CommitmentsRevolving Commitment, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Ec) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 5.2 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints Lender; and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A1) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Credit Documents, and (B2) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Credit Documents are required to be performed by it as a Lender.

Appears in 1 contract

Sources: Commitment Increase Agreement and Amendment No. 3 to Credit Agreement

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (The New Lender hereby consents to this Amendment. Each of the New Lender, the Agent and the Borrower acknowledges and agrees that, upon the execution and delivery of an Assignment and Acceptance signed by the New Lender, as assignee, and each Non-Consenting Lender, as assignor (or signed by the Agent on behalf of such Non-Consenting Lender, pursuant to Section 2.16(b) of the Amended Credit Agreement), the New Lender (i) represents and warrants that (A) it has full power and authorityshall become a “Lender” under, and has taken for all action necessarypurposes, and subject to execute and deliver this Amendment and to consummate the transactions contemplated hereby and bound by the terms, of the Amended Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified other Loan Documents with Loans in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, an amount equal to the extent aggregate principal amount of its Commitments, shall have the obligations all Existing Loans of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Partiesall Non-Consenting Lenders, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Amended Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, thereto and (iii) agrees shall perform all the obligations of and shall have all rights of a Lender thereunder. Each Non-Consenting Lender that (A) it will, independently does not execute such Assignment and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, Acceptance shall be deemed to have executed and based on delivered such documents Assignment and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform Acceptance in accordance with their terms Section 2.16(b) of the Credit Agreement. After the assignment (or deemed assignment) of Loans by each Non-Consenting Lender to the New Lender as contemplated above, the New Lender and the Consenting Lenders shall together hold all of the obligations which by the terms of the Loan Documents are required to be performed by it as a LenderLoans.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Delek US Holdings, Inc.)

New Lender. ▇▇▇▇▇ Fargo Bank(a) Effective as set forth in Section 3 below, National Association (each undersigned New Lender agrees to purchase its Pro Rata Share of Loans pursuant to the terms of the Amended Term Loan Agreement in the principal amount of such New Lender’s Loans as set forth on Schedule I to the Amended Term Loan Agreement. Each New Lender not a party to the Existing Term Loan Agreement hereby acknowledges and agrees that, by its execution of this Amendment as a “New Lender”, (i) such New Lender will be deemed to be a party to the Amended Term Loan Agreement as a “Lender” and (ii) such New Lender shall have all of the obligations of a “Lender” under the Amended Term Loan Agreement and agrees to be bound by all of the terms, provisions and conditions applicable to “Lenders” contained in the Amended Term Loan Agreement, in each case, as if it had executed the same. (b) Each undersigned New Lender (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect legally authorized to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of enter into this type, and Amendment; (Eii) confirms that it has received a copy of the Existing Credit Agreement and the Credit Term Loan Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement9.1. and 9.2. thereof, as applicable, and has reviewed such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and Amendment; (iii) agrees that (A) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Amended Term Loan DocumentsAgreement or any other instrument or document furnished pursuant hereto or thereto; (iv) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Amended Term Loan Agreement or any other instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are incidental thereto; and (Bv) if it will perform in accordance with their terms all of is a Foreign Lender, confirms that it has delivered any documentation to the obligations which Administrative Agent and the Borrower required to be delivered by it pursuant to the terms of the Amended Term Loan Documents are required to be performed Agreement, duly completed and executed by it as a Lenderit.

Appears in 1 contract

Sources: Term Loan Agreement (RLJ Lodging Trust)

New Lender. ▇▇▇▇▇ Fargo Bank, National Association Any Lender not an Existing Lender (the a “New Lender”) (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect legally authorized to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of enter into this type, and Amendment; (Eii) confirms that it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, referenced therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment Amendment; (iii) acknowledges and to become a Lender under the Credit Agreement on the basis of which agrees that it has made and will make such analysis inquiries and decision independently has taken and will take such care on its own behalf as would have been the case had it made a Loan directly to Borrower without reliance on the Administrative Agentintervention of any Existing Lender, any “Joint Lead Arranger” Agent or any other Lender or Person; (iv) acknowledges and agrees that it will perform in accordance with their respective Related Partiesterms all of the obligations that, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereofof any Loan Document, together with such powers are required to be performed by it as are reasonably incidental thereto, and a Lender; (iiiv) agrees that (A) it will, independently and without reliance on the Administrative Agentupon any Existing Lender, any “Joint Lead Arranger” Agent or any other Person which is or has become a Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan DocumentsCredit Agreement; (vi) appoints and authorizes Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement as are delegated to Agent by the terms thereof, together with such powers under the Credit Agreement as are incidental thereto; (vii) agrees that it will be bound by the provisions of the Amended Agreement and (B) it will perform in accordance with their its terms all of the obligations which by the terms of the Loan Documents Amended Agreement are required to be performed by it as a LenderLender including, if it is organized under the laws of a jurisdiction outside the United States, its obligation pursuant to the Amended Agreement to deliver the forms prescribed by the Internal Revenue Service of the United States certifying as to its exemption from United States withholding taxes with respect to all payments to be made to it under the Amended Agreement, or such other documents as are necessary to indicate that all such payments are subject to such tax at a rate reduced by an applicable tax treaty; (viii) confirms that it is an “Eligible Assignee” under the terms of the Amended Agreement; (ix) acknowledges and agrees that no Existing Lender nor Agent makes any representation or warranty or assumes any responsibility with respect to any statements, warranties or representations made in or in connection with any Loan Document or any other instrument or document furnished pursuant thereto or the authorization, execution, legality, validity, enforceability, genuineness, sufficiency or value of any Loan Document or any other instrument or document furnished pursuant thereto; and (x) acknowledges and agrees that no Existing Lender nor Agent makes any representation or warranty or assumes any responsibility with respect to the financial condition or creditworthiness of Borrower, any Guarantor or any other Person or the performance or observance by Borrower, any Guarantor or any other Person of any obligations under any Loan Document or any other instrument or document furnished pursuant thereto. From and after the First Amendment Effective Date, (i) any New Lender shall be deemed to be a party to the Amended Agreement and have the rights and obligations of Lender thereunder and under the other Loan Documents and shall be bound by the provisions thereof, and (ii) any such New Lender shall become a Lender for all purposes of the Credit Agreement and the other Loan Documents, and execution of this Amendment by such New Lender shall be deemed to be execution of the Credit Agreement.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Sl Green Realty Corp)

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (The New Lender hereby consents to this Amendment. Each of the New Lender, the Administrative Agent and the Borrower acknowledges and agrees that, upon the execution and delivery of an Assignment and Assumption signed by the New Lender, as assignee, and each Non-Consenting Lender, as assignor (or deemed to have been signed by such Non-Consenting Lender pursuant to Sections 9.02(c) and 9.04(b)(ii) of the Amended Credit Agreement), the New Lender (i) represents and warrants that (A) it has full power and authorityshall become a “Lender” under, and has taken for all action necessarypurposes, and subject to execute and deliver this Amendment and to consummate the transactions contemplated hereby and bound by the terms, of the Amended Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified other Loan Documents with Initial Term Loans and Revolving Commitments in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, an amount equal to the extent aggregate principal amount of its all Existing Term Loans and Existing Revolving Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Partiesall Non-Consenting Lenders, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Amended Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, thereto and (iii) agrees shall perform all the obligations of and shall have all rights of a Lender thereunder. Each Non-Consenting Lender that (A) it will, independently does not execute such Assignment and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, Assumption shall be deemed to have executed and based on delivered such documents Assignment and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform Assumption in accordance with their terms Sections 9.02(c) and 9.04(b)(ii) of the Credit Agreement. After the assignment (or deemed assignment) of Initial Term Loans and Revolving Commitments by each Non-Consenting Lender to the New Lender as contemplated above, the New Lender and the Consenting Lenders shall together hold all of the obligations which by the terms of the Loan Documents are required to be performed by it as a LenderInitial Term Loans and Revolving Commitments.

Appears in 1 contract

Sources: First Lien Credit Agreement (Vivid Seats Inc.)

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (the “New Lender”) hereby (ia) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Amended Credit Agreement and to become a Lender under the Amended Credit Agreement, (Bii) it satisfies the requirements, if any, specified in the Amended Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire extend its Commitments and Loans under the Amended Credit Agreement and become a Lender, (Ciii) from and after the Eleventh Amendment Effective Date, it shall be bound by the provisions of the Amended Credit Agreement as a Lender thereunder and, to the extent of its CommitmentsCommitments and Loans, shall have the obligations of a Lender of the applicable Class thereunder, (Div) it is sophisticated with respect to decisions to acquire assets of the type represented by its the Commitments and Loans of New Lender and either it, or the Person exercising discretion in making its decision to acquire its Commitmentsextend the Commitments and Loans of New Lender, is experienced in acquiring assets of this type, and (Ev) it has received a copy of the Existing Credit Agreement and the Amended Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g5.01(a) and 5.01(b) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Amended Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iiib) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender.

Appears in 1 contract

Sources: Credit Agreement (Hagerty, Inc.)

New Lender. ▇▇▇▇▇ Fargo Bank(a) Effective as of September 25, National Association 2014 (the “New LenderAmendment Effective Date”), but subject to the satisfaction of the conditions precedent set forth in Section 3 below, each of the Lenders party to the Credit Agreement immediately prior to the date hereof (collectively, the “Existing Lenders”) (i) represents and warrants hereby agrees that (A) it has the Agent shall have full power and authorityauthority to allocate the Revolving Loan Commitment of such Existing Lender as in effect immediately prior to the Amendment Effective Date such that, and has taken all action necessary, immediately after giving effect to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after such allocations on the Amendment Effective Date, it each Existing Lender and each New Lender shall hold the “Revolving Loan Commitment” set forth next to its name on Schedule 1.1(a) hereto. Each Existing Lender further agrees to make all assignments and/or transfers, and hereby consents to any such assignments and transfers, which may be bound necessary (including, without limitation, assignments of Loans and Letter of Credit Obligations) to effect the allocations described in the preceding sentence. (b) Effective as of the Amendment Effective Date, but subject to the satisfaction of the conditions precedent set forth in Section 3 below, each New Lender hereby acknowledges and agrees that, by the provisions its execution of this Amendment, (i) such New Lender will be deemed to be a party to the Credit Agreement as a “Lender”, (ii) such New Lender thereunder and, to the extent of its Commitments, shall have all of the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender “Lender” under the Credit Agreement on as if it had executed the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agentsame, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (Asuch New Lender shall hold the “Revolving Loan Commitment” set forth next to its name on Schedule 1.1(a) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, hereto and (Biv) it will perform such New Lender shall purchase at par from the Existing Lenders, in accordance with their terms immediately available funds, such New Lender’s Commitment Percentage of the Loans and Letters of Credit Obligations outstanding as of the Amendment Effective Date. Each New Lender hereby agrees to be bound by all of the obligations terms, provisions and conditions applicable to “Lenders” contained in the Credit Agreement. (c) For purposes of this Amendment, “New Lender” means each financial institution that executes and delivers to the Agent a signature page to this Amendment on which by the terms of the Loan Documents are required to be performed by it as is indicated that such financial institution is a “New Lender.

Appears in 1 contract

Sources: Credit Agreement (Unisys Corp)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as amended hereby as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement as amended hereby, to the same extent as if the New Lender”) (i) Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment, to perform its obligations under this Amendment and the Credit Agreement, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a party to, and a Lender under the Credit Agreementunder, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunderamended hereby, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 8.01 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Credit Agreement as amended hereby and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Senior Secured Revolving Credit Agreement (Viper Energy Partners LP)

New Lender. ▇▇▇▇▇ Fargo Bank(a) The Lender executing and delivering this Amendment as a “New Lender", National Association (the “New Lender”) ) (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies meets the requirements, if any, specified in requirements to be an Eligible Assignee under Section 11.7 of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 7.7 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which Amendment, (D) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoenter into this Amendment, and (iiiE) it is not and will not be (1) an employee benefit plan subject to Title I of ERISA, (2) a plan or account subject to Section 4975 of the Internal Revenue Code, (3) an entity deemed to hold “plan assets” of any such plans or accounts for purposes of ERISA or the Internal Revenue Code, or (4) a “governmental plan” within the meaning of ERISA; and (ii) agrees that (A) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. (b) The Borrower agrees that, as of the First Amendment Effective Date, the New Lender shall (i) be a party to the Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents, and (iv) have a Commitment in the amount set forth adjacent to the New CHAR1\1889347v5 Lender’s name under the heading “Commitment Amount” in Exhibit A of the Credit Agreement (as amended hereby). (c) The applicable address, facsimile number and electronic mail address of the New Lender for purposes of Section 11.2 of the Credit Agreement are as set forth in the New Lender’s Administrative Questionnaire delivered by the New Lender to the Administrative Agent on or before the First Amendment Effective Date or such other address, facsimile number and electronic mail address as shall be designated by the New Lender in a written notice to the Administrative Agent.

Appears in 1 contract

Sources: Five Year Credit Agreement (CVS HEALTH Corp)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Amended Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Amended Credit Agreement, to the same extent as if the New Lender”) (i) Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Amended Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Fourth Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Amended Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and has received or has been accorded the Credit Agreement, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 6.1 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Fourth Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Fourth Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Amended Credit Agreement and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Credit Agreement (Natural Gas Services Group Inc)

New Lender. ▇▇▇▇▇ Fargo BankUpon the Condition Satisfaction Date: (a) WAMU shall be deemed automatically to have become a party to the Revolving Credit Agreement, National Association (shall have all the “New rights and obligations of a "Lender”) (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate " under the transactions contemplated hereby and by the Revolving Credit Agreement and the other Loan Documents as if each were an original signatory thereto, and shall agree, and does hereby agree, to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of terms and conditions set forth in the Revolving Credit Agreement and the other Loan Documents to which the Lenders are a party, in each case, as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, if each were an original signatory thereto. (Db) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and WAMU (Ei) confirms that it has received a copy of the Existing Revolving Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Revolving Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, Agreement; (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” the Issuer or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Revolving Credit Agreement; (iii) represents and warrants that its name set forth herein is its legal name; (iv) appoints and authorizes the Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Loan DocumentsDocuments as are delegated to the Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; and (Bvi) agrees that it will perform in accordance with their terms all of the obligations which that by the terms of the Loan Documents Revolving Credit Agreement are required to be performed by it as a Lender. (c) WAMU hereby advises each other party hereto that its respective address for notices shall be as set forth below its name on Schedule 3 hereto. (d) The Lenders party to the Revolving Credit Agreement prior to the effectiveness of this Section 9 (the "Existing Lenders") hereby sell, assign, transfer and convey to WAMU, and WAMU hereby purchases and accepts, so much of the aggregate Commitments under, Loans outstanding under, and participations in Letters of Credit issued pursuant to, the Revolving Credit Agreement such that, after giving effect to this Section 9, the Percentage of each Lender (including the Existing Lenders and WAMU), and the portion of the Commitment Amount and portion of Facility Amount of each Lender, shall be as set forth on Schedule 3 hereto. The foregoing assignments, transfers and conveyances are without recourse to the Existing Lenders and without any warranties whatsoever by the Agent, the Issuer or any Existing Lender as to title, enforceability, collectibility, documentation or freedom from liens or encumbrances, in whole or in part, other than the warranty of each Existing Lender that it has not previously sold, transferred, conveyed or encumbered such interests. (e) The Assignors and the Assignees shall make all appropriate adjustments in payments under the Revolving Credit Agreement, the Notes, and the other Loan Documents for periods prior to the adjustment date among themselves.

Appears in 1 contract

Sources: Credit Agreement (W&t Offshore Inc)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if the New Lender”) (i) Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Second Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 8.01 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Second Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Second Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Credit Agreement and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Credit Agreement (Vitesse Energy, Inc.)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if the New Lender”) (i) Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and First Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 8.01 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this First Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the First Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Credit Agreement and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Credit Agreement (Atlas Resource Partners, L.P.)

New Lender. ▇▇▇▇▇ Fargo BankFrom and after the effective date of the amendments set forth in Section 2, KeyBank National Association (the “New Lender”) shall be a Lender under the Credit Agreement, as amended hereby, with a Commitment as set forth therein. The New Lender (ia) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in having its Commitment set forth the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lenderas amended hereby, (Cii) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its CommitmentsCommitment and related interests, shall have the obligations of a Lender thereunder, (Diii) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments Commitment acquired hereby and either it, or the Person exercising discretion in making its decision to acquire its Commitments, it is experienced in acquiring assets of this such type, and (Eiv) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 5.1 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under having the Commitment set forth in the Credit Agreement on the basis of which as amended hereby, and (iv) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf enter into this Amendment and to exercise such powers under become a Lender having the Loan Documents Commitment set forth in the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, amended hereby; and (iiib) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. Without limiting the generality of the foregoing, the New Lender confirms that it has thereby appointed (and does hereby appoint) ▇▇▇▇▇ Fargo to act on its behalf as the Administrative Agent and has thereby authorized (and does hereby authorize) the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms of the Loan Documents, together with such actions and powers as are reasonably incidental thereto.

Appears in 1 contract

Sources: Credit Agreement (Mdu Resources Group Inc)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as amended hereby as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement as amended hereby, to the same extent as if the New Lender”) (i) Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Second Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a party to, and a Lender under the Credit Agreementunder, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunderamended hereby, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 8.01 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Second Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Second Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Credit Agreement as amended hereby and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Credit Agreement (Oasis Midstream Partners LP)

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (3.1 The parties hereto confirm and agree that the New Lender shall be a Lender for all purposes of the Amended Credit Agreement and the other Credit Documents having the Commitment set forth opposite its name on Exhibit "A" hereto and all references herein or therein to "Lenders" or a "Lender" shall be deemed to include the New Lender. 3.2 The New Lender hereby acknowledges and agrees that: (a) it will be bound by the Credit Agreement and the other Credit Documents as a Lender to the extent of its Commitment as fully as if it had been an original party to the Credit Agreement; (b) it has been, and will continue to be, solely responsible for making its own independent appraisal of and investigations into the financial condition, creditworthiness, condition, affairs, status and nature of the Borrower and its Subsidiaries, all of the matters and transactions contemplated herein and in the Credit Agreement and other Credit Documents and all other matters incidental to the Credit Agreement and the other Credit Documents. The New Lender confirms with the Agent that it does not rely, and it will not hereafter rely, on the Agent: (i) represents to check or inquire on its behalf into the adequacy, accuracy or completeness of any information provided by the Borrower, its Subsidiaries or any other Person under or in connection with the Credit Agreement and warrants other Credit Documents or the transactions therein contemplated (whether or not such information has been or is hereafter distributed to it by the Agent); or (ii) to assess or keep under review on its behalf the financial condition, creditworthiness, condition, affairs, status or nature of the Borrower and its Subsidiaries. (c) a copy of the Credit Agreement has been made available to it for review and further acknowledges and agrees that (A) it has full power received copies of such other Credit Documents and authoritysuch other information 7632518.3 that it has requested for the purposes of its investigation and analysis of all matters related to this Agreement, the Credit Agreement, the other Credit Documents and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by thereby. The New Lender acknowledges to the Credit Agreement Agent that it is satisfied with the form and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions substance of the Credit Agreement (as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (Damended and supplemented hereby) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the other Credit AgreementDocuments. 3.3 Without in any way limiting the other provisions hereof, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a New Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, (ii) irrevocably appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Credit Agreement and the other Credit Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform all in accordance with their terms all the provisions of the obligations which by Credit Agreement. 3.4 The New Lender specifies that its address for the terms purpose of notices under Section 12.4 of the Credit Agreement is: For funding notices: Barclays Bank plc ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: US Loan Documents are required to be performed by it as a LenderOperations Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ For all other notices: Barclays Bank plc ▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇ ▇▇▇▇▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇.▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇.▇▇▇

Appears in 1 contract

Sources: Credit Agreement (Canadian Pacific Railway LTD/Cn)

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (The New Lender hereby consents to this Amendment. Each of the New Lender, the Agent and the Borrowers acknowledges and agrees that, upon the execution and delivery of an Assignment and Acceptance signed by the New Lender, as assignee, and each Non-Consenting Lender, as assignor (or signed by the Agent on behalf of such Non-Consenting Lender, pursuant to Section 2.16(b) of the Amended Credit Agreement), the New Lender (i) represents and warrants that (A) it has full power and authorityshall become a “Lender” under, and has taken for all action necessarypurposes, and subject to execute and deliver this Amendment and to consummate the transactions contemplated hereby and bound by the terms, of the Amended Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified other Loan Documents with Loans in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, an amount equal to the extent aggregate principal amount of its Commitments, shall have the obligations all Existing Loans of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Partiesall Non‑Consenting Lenders, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Amended Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, thereto and (iii) agrees shall perform all the obligations of and shall have all rights of a Lender thereunder. Each Non-Consenting Lender that (A) it will, independently does not execute such Assignment and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, Acceptance shall be deemed to have executed and based on delivered such documents Assignment and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform Acceptance in accordance with their terms Section 2.16(b) of the Credit Agreement. After the assignment (or deemed assignment) of Loans by each Non-Consenting Lender to the New Lender as contemplated above, the New Lender and the Consenting Lenders shall together hold all of the obligations which by the terms of the Loan Documents are required to be performed by it as a LenderLoans.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Par Pacific Holdings, Inc.)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Amended Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Amended Credit Agreement, to the same extent as if the New Lender”) (i) Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Amended Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Fifth Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Amended Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and has received or has been accorded the Credit Agreement, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 6.1 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Fifth Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Fifth Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Amended Credit Agreement and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Credit Agreement (Natural Gas Services Group Inc)

New Lender. ▇▇▇▇▇ Fargo Bank(a) On the date of this Agreement, each of Deutsche Bank AG New York Branch and Capital One, National Association (each, a “New Lender” and together, the “New LenderLenders”) hereby agrees to provide a Commitment in the amount set forth on Schedule 2.01 attached hereto and the initial Applicable Percentage of each New Lender shall be as set forth therein. (ib) Each New Lender (a) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment Agreement and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bii) it satisfies meets the requirementsrequirements to be an assignee under Section 11.06(b), (v) and (vi) of the Credit Agreement (subject to such consents, if any, specified in as may be required under Section 11.06(b)(iii) of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender1004288082v12 Agreement), (Ciii) from and after the Amendment Effective Datedate of this Agreement, it shall be bound by the provisions of the Credit Agreement and the other Loan Documents as a Lender thereunder and, to the extent of its CommitmentsCommitment, shall have the obligations of a Lender thereunder, (Div) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments the assigned interest and either it, or the Person exercising discretion in making its decision to acquire provide its CommitmentsCommitment, is experienced in acquiring assets of this such type, and (Ev) it has received a copy of the Existing Credit Agreement and the Credit Agreementother Loan Documents, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 7.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment Agreement and to become a Lender under the Credit Agreement on the basis of which provide its Commitment, (vi) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf enter into this Agreement and to exercise such powers under the Loan Documents as are delegated provide its Commitment, and (vii) if it is a Foreign Lender, it has delivered to the Administrative Agent and the Borrower any documentation required to be delivered by it pursuant to the terms thereofof the Credit Agreement, together with duly completed and executed by such powers as are reasonably incidental thereto, New Lender; and (iiib) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) The Borrower and the Administrative Agent agree that, as of the date of this Agreement, each New Lender shall (i) be a party to the Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (d) The applicable address, facsimile number and electronic mail address of each New Lender for purposes of Section 11.02 of the Credit Agreement are as set forth in such New Lender’s Administrative Questionnaire delivered by such New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by such New Lender in a notice to the Administrative Agent.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Providence Service Corp)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder to the same extent as if the New Lender were an original signatory thereto. The New Lender (the “New Lender”) (ia) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment Agreement and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bii) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (Ciii) from and after the Second Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its CommitmentsPro Rata Share, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eiv) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) Section 6.2 of the Existing Credit Agreement, as applicable, Agreement and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” the Collateral Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, Lender; and (iiib) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” the Collateral Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. The New Lender hereby appoints and authorizes the Agent and the Collateral Agent to take such action as the Agent or the Collateral Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Agent and the Collateral Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto.

Appears in 1 contract

Sources: Credit Agreement (ProFrac Holding Corp.)

New Lender. ▇▇▇▇▇ Fargo BankWithout limiting any of the foregoing and for the avoidance of doubt, National Association the New Lender (the “New Lender”) (ia) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bii) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments meets all requirements of an Eligible Assignee under the Credit Agreement and become a Lender(subject to receipt of such consents as may be required under the Credit Agreement), (Ciii) from and after the Second Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to and the extent of its Commitments, other Loan Documents and shall have the obligations of a Lender thereunder, (Div) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments Revolving Commitment and either it, it or the Person exercising discretion in making its decision to acquire its Commitments, such Revolving Commitment is experienced in acquiring assets of this such type, and (Ev) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiivi) if it is not a U.S. Person, it has delivered any documentation required to be delivered by it pursuant to the terms of the Credit Agreement; (b) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender; (c) appoints and authorizes the Administrative Agent to take such action as administrative agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are incidental thereto; and (d) acknowledges and agrees that, as a Lender, it may receive material non-public information and confidential information concerning the Loan Parties and their Affiliates or their respective securities and agrees to use such information in accordance with Section 11.07 of the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Bowman Consulting Group Ltd.)

New Lender. ▇▇▇▇▇ Fargo Bank(a) HSBC Bank USA, National Association (the "New Lender") hereby agrees to provide a Commitment in the amount set forth on Schedule 2.01 attached hereto and the initial Applicable Percentage of the New Lender shall be as set forth therein. (ib) The New Lender (x) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment Agreement and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bii) it satisfies meets the requirementsrequirements to be an assignee under Section 11.06(b)(iii) and (v) of the Credit Agreement (subject to such consents, if any, specified in as may be required under Section 11.06(b)(iii) of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement), (Ciii) from and after the First Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, and shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eiv) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 7.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which Agreement, (v) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoenter into this Agreement, and (iiivi) if it is a Foreign Lender, it has delivered any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by the New Lender; and (y) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) The Borrower agrees that, as of the date hereof, the New Lender shall (i) be a party to the Credit Agreement and the other Loan Documents, (ii) be a "Lender" for all purposes of the Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (d) The applicable address, facsimile number and electronic mail address of the New Lender for purposes of Section 11.02 of the Credit Agreement are as set forth in the New Lender’s Administrative Questionnaire delivered by the New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by the New Lender in a notice to the Administrative Agent. (e) The Lenders' Commitments and Loans under the Credit Agreement are hereby assigned and reallocated among the Lenders, including the New Lender, without recourse, representation or warranty, such that each of the Lenders, including the New Lender, has a Commitment in the amount set forth on Schedule 2.01 and holds its Applicable Percentage of the outstanding Loans. Notwithstanding anything in the Credit Agreement or any other Loan Document to the contrary, all assignments and reallocations of Loans and Commitments pursuant to this Section 5 shall be deemed to be assignments made subject to and in compliance with Section 11.06 of the Credit Agreement (including, without limitation, the 'Standard Terms and Conditions' applicable to Assignments and Assumptions).

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Providence Service Corp)

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (the “a) New Lender”) Lender (i) represents and warrants confirms that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment Agreement and to become a Lender under party to the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, as a Lender; (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” upon Agent or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan DocumentsCredit Agreement; (iii) appoints and authorizes Agent to take such action as Agent on its behalf and to exercise such powers under the Credit Agreement and the other Financing Documents as are delegated to Agent by the terms thereof, and together with such powers as are reasonably incidental thereto; (Biv) agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents Credit Agreement are required to be performed by it as a Lender; (v) represents that on the date of this Agreement it is not presently aware of any facts that would cause it to make a claim under the Credit Agreement; (vi) represents and warrants that New Lender is (or, upon receipt of any required consents hereto by Agent) an Eligible Assignee; and (vii) represents and warrants that it has experience and expertise in the making or the purchasing of loans such as the Credit Extensions and Applicable Commitments it is purchasing in connection with this Agreement, and that it has acquired the interests described herein for its own account and without any present intention of selling all or any portion of such interests. (b) New Lender represents and warrants to the Agent and each other Lender that it has full power and authority to enter into this Agreement and to perform its obligations hereunder in accordance with the provisions hereof, that this Agreement has been duly authorized, executed and delivered by such party and that this Agreement constitutes a legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally and by general principles of equity. (c) For the purposes hereof and for purposes of the Credit Agreement, the notice address of New Lender shall be as set forth its signature page hereto. (d) The Agent, the New Lender and each other Lender agree that with effect from the date of this Agreement, pro rata to its participation (i) becomes a party as a pledgee to the Share Pledge Agreement over the shares in Quotient Suisse SA (the “Swiss Pledge Agreement”) and is bound by all the terms and conditions thereof, (ii) assumes all rights and obligations of the a Lender under the Swiss Pledge Agreement and (iii) participates in the security granted pursuant to the Swiss Pledge Agreement

Appears in 1 contract

Sources: Credit, Security and Guaranty Agreement (Quotient LTD)

New Lender. ▇▇▇▇▇ Fargo By execution of this Agreement, PNC Bank, National Association (the “New Lender”) hereby acknowledges, agrees and confirms that the New Lender shall be deemed to be a party to the Amended Credit Agreement as of the Second Amendment Effective Date and a “Lender” for all purposes of the Amended Credit Agreement and the other Loan Documents and shall have all of the obligations of a Lender thereunder. The New Lender hereby ratifies, as of the Second Amendment Effective Date, and agrees to be bound by, all of the terms, provisions and conditions applicable to Lenders contained in the Amended Credit Agreement and the other Loan Documents. The New Lender (ia) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment Agreement and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Amended Credit Agreement, (Bii) it satisfies the requirements, if any, specified in requirements of an Eligible Assignee pursuant to Section 11.06 of the Existing Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement, (Ciii) from and after the Second Amendment Effective Date, it shall be bound by the provisions of the Amended Credit Agreement and the other Loan Documents as a Lender thereunder and, to the extent of its Commitments, and shall have the obligations of a Lender thereunder, (Div) it is sophisticated with respect to decisions its decision to acquire assets of enter into this Agreement and to become a Lender under the type represented by its Commitments Amended Credit Agreement and either it, or the Person exercising discretion in making its decision to acquire its Commitmentsenter into this Agreement and to become a Lender under the Amended Credit Agreement, is experienced in acquiring assets transactions of this type, and (Ev) it has received a copy of the Existing Credit Agreement and the Amended Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g6.01(a) and (b) of the Existing Credit Agreement, as applicable, Agreement and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment Agreement and to become a Lender under the Amended Credit Agreement on the basis of which Agreement, (vi) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, the L/C Issuer, any “Joint Lead Arranger” Lender or any other Person and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement and become a Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoAmended Credit Agreement, and (iiivii) it has delivered any documentation required to be delivered by it as a Lender pursuant to the terms of the Amended Credit Agreement, duly completed and executed by it, and (b) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, the L/C Issuer, any “Joint Lead Arranger” Lender or any other Lender or their respective Related PartiesPerson, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. The address of the New Lender for purposes of Section 11.02 of the Amended Credit Agreement is as set forth in the New Lender’s Administrative Questionnaire delivered by the New Lender to the Administrative Agent on or before the Second Amendment Effective Date, or such other address as shall be designated by the New Lender in accordance with Section 11.02 of the Amended Credit Agreement. Each of the Loan Parties (including the New Guarantor) agrees that, as of the Second Amendment Effective Date, the New Lender shall (A) be a party to the Amended Credit Agreement, (B) be a “Lender” for all purposes of the Amended Credit Agreement and the other Loan Documents, and (C) have the rights and obligations of a Lender under the Amended Credit Agreement and the other Loan Documents.

Appears in 1 contract

Sources: Second Amendment to Credit Agreement (Houlihan Lokey, Inc.)

New Lender. G▇▇▇▇▇▇ Fargo Bank, National Association S▇▇▇▇ Bank USA (the “New Lender”) hereby agrees to perform all obligations with respect to its respective Revolving Commitment and/or Term Commitment as if New Lender were an original Lender under and signatory to the Credit Agreement having a Commitment equal to its respective Revolving Commitment and/or Term Commitment as set forth on Schedule I attached to the Credit Agreement (as amended hereby), which obligations shall include, without limitation, the obligation to indemnify the Agent as provided in the Credit Agreement. New Lender (i) represents and warrants confirms that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement(as amended hereby), together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, requested by New Lender and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under party to the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related PartiesAgreement, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, (iii) appoints and authorizes the Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Agent by the terms thereof, together with such powers as are reasonably incidental thereto, (Biv) agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender, (v) agrees that its payment instructions and notice instructions are as set forth in the attachment to Schedule I attached to the Credit Agreement (as amended hereby), and (vi) confirms that none of the funds, monies, assets or other consideration being used to make the purchase and assumption hereunder are “plan assets” as defined under ERISA and that its rights, benefits and interests in and under the Loan Documents will not be “plan assets” under ERISA.

Appears in 1 contract

Sources: Credit Agreement (Kite Realty Group, L.P.)

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (the “a) The New Lender”) (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, Lender agrees to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement Agreement, and agrees that it shall, as of the Effective Date (as defined below), become a Lender thereunder and, for all purposes of the Credit Agreement and of the other Loan Documents to the same extent as if originally a party thereto, with a Revolving Credit Commitment of its Commitments$10,000,000. Without limitation of the foregoing, on the Effective Date the New Lender shall have acquire an undivided participating interest in each outstanding Letter of Credit in accordance with Section 2.19 of the obligations of a Credit Agreement. (b) The New Lender thereunder, (Di) represents and warrants that it is sophisticated with respect legally authorized to decisions to acquire assets of the type represented by its Commitments enter into this Consent and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and Amendment; (Eii) confirms that it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant referred to Sections 5.01(g) of the Existing Credit Agreement, as applicable, in Section 5.13 thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment Consent and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and Amendment; (iii) agrees that (A) it has made and will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement or any instrument or document furnished pursuant hereto or thereto; (iv) appoints and authorizes the Agent to take such action as administrative agent on its behalf and to exercise such powers and discretion under the Credit Agreement and the other Loan DocumentsDocuments or any instrument or document furnished pursuant hereto or thereto as are delegated to the Agent by the terms thereof, together with such powers as are incidental thereto; and (Bv) agrees that it will be bound by the provisions of the Credit Agreement and the other Loan Documents and will perform in accordance with their its terms all of the obligations which by the terms of the Loan Documents Credit Agreement are required to be performed by it as a Lender including, without limitation, if it is organized under the laws of a jurisdiction outside the United States, its obligation pursuant to Section 2.16 of the Credit Agreement. (c) The New Lender.’s address for notices for the purposes of the Credit Agreement is as follows: General Electric Capital Corporation Corporate Financial Services ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ Attention: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Telecopy: (▇▇▇) ▇▇▇-▇▇▇▇

Appears in 1 contract

Sources: Credit Agreement (Bally Total Fitness Holding Corp)

New Lender. ▇▇▇▇▇ Fargo Bank(a) The Lender executing and delivering this Amendment as a “New Lender", National Association (the “New Lender”) ) (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies meets the requirements, if any, specified in requirements to be an Eligible Assignee under Section 11.7 of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 7.7 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which Amendment, (D) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoenter into this Amendment, and (iiiE) it is not and will not be (1) an employee benefit plan subject to Title I of ERISA, (2) a plan or account subject to Section 4975 of the Internal Revenue Code, (3) an entity deemed to hold “plan assets” of any such plans or accounts for purposes of ERISA or the Internal Revenue Code, or (4) a “governmental plan” within the meaning of ERISA; and (ii) agrees that (A) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. (b) The Borrower agrees that, as of the First Amendment Effective Date, the New Lender shall (i) be a party to the Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents, and (iv) have a Commitment in the amount set forth adjacent to the New Lender’s name under the heading “Commitment Amount” in Exhibit A of the Credit Agreement (as amended hereby). (c) The applicable address, facsimile number and electronic mail address of the New Lender for purposes of Section 11.2 of the Credit Agreement are as set forth in the New Lender’s Administrative Questionnaire delivered by the New Lender to the Administrative Agent on or before the First Amendment Effective Date or such other address, facsimile number and electronic mail address as shall be designated by the New Lender in a written notice to the Administrative Agent. CHAR1\1889343v4

Appears in 1 contract

Sources: Five Year Credit Agreement (CVS HEALTH Corp)

New Lender. ▇▇▇▇▇ Fargo Bank(a) Effective as set forth in Section 3 below, National Association (each undersigned New Lender agrees to purchase its Pro Rata Share of Tranche A-1 Term Loans pursuant to the terms of the Amended Credit Agreement in the principal amount of such New Lender’s Tranche A-1 Term Loans as set forth on Schedule II to the Amended Credit Agreement. Each New Lender not a party to the Existing Credit Agreement hereby acknowledges and agrees that, by its execution of this Amendment as a “New Lender”, (i) such New Lender will be deemed to be a party to the Amended Credit Agreement as a “Tranche A-1 Term Loan Lender” and a “Lender” and (ii) such New Lender shall have all of the obligations of a “Tranche A-1 Term Loan Lender” and a “Lender” under the Amended Credit Agreement and agrees to be bound by all of the terms, provisions and conditions applicable to “Tranche A-1 Term Loan Lenders” and “Lenders” contained in the Amended Credit Agreement, in each case, as if it had executed the same. (b) Each undersigned New Lender (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect legally authorized to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of enter into this type, and Amendment; (Eii) confirms that it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement9.1. and 9.2. thereof, as applicable, and has reviewed such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and Amendment; (iii) agrees that (A) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan DocumentsAmended Credit Agreement or any other instrument or document furnished pursuant hereto or thereto; (iv) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Amended Credit Agreement or any other instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are incidental thereto; and (Bv) if it will perform in accordance with their terms all of is a Foreign Lender, confirms that it has delivered any documentation to the obligations which Administrative Agent and the Borrower required to be delivered by it pursuant to the terms of the Loan Documents are required to be performed Amended Credit Agreement, duly completed and executed by it as a Lenderit.

Appears in 1 contract

Sources: Credit Agreement (RLJ Lodging Trust)

New Lender. ▇▇▇▇▇ Fargo BankUpon the effectiveness of this Amendment, National Association Branch Banking and Trust Company, as a new Lender (the “New Lender”) ), agrees that it shall have all of the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents and agrees to fund the Initial Term Loans on the Fifth Amendment Effective Date as set forth in Section 2.1 of the Credit Agreement (as modified by this Amendment). The New Lender (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) subject to the approval of the Administrative Agent as evidenced by its signature to this Amendment, it satisfies meets all the requirements, if any, specified in the Credit Agreement and under applicable law that are required requirements to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lenderan Eligible Assignee, (C) from and after the Amendment Effective Dateeffectiveness of this Amendment, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, and shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments make Initial Term Loans and either it, or the Person exercising discretion in making its decision to acquire its Commitmentsmake Initial Term Loans, is experienced in acquiring assets making loans of this such type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 8.1 or 8.2 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which make Initial Term Loans, (F) it has made such analysis and decision has, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and the Credit Agreement and to provide its Initial Term Loans, and (G) it has provided all documentation required to be delivered by it pursuant to the terms of the Credit Agreement to the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, duly completed and executed by it; and (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender.

Appears in 1 contract

Sources: Term Loan Agreement (Regency Centers Lp)

New Lender. ▇▇▇▇▇ Fargo Bank(a) Each Lender that is not a party to the Agreement but becomes a party to the Agreement as of the First Amendment Effective Date (each, National Association (the a “New Lender”) ) (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, ; (Bii) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law agrees that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement and other Transaction Documents as a Lender thereunder and, to the extent of its CommitmentsCommitment, shall have the obligations of a Lender thereunder, ; (Diii) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments represents and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) warrants that it has received a copy of the Existing Credit Agreement and the Credit Agreementother Transaction Documents and the exhibits thereto, together with copies of the most recent financial statements delivered pursuant referred to Sections 5.01(g) of the Existing Credit Agreement, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, Amendment; (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iiiiv) agrees that (A) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan DocumentsAgreement; (v) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Agreement and the other Transaction Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and agrees that the Administrative Agent shall be entitled to all of the indemnifications, exculpations and other rights and protections set forth in the Agreement and the other Transaction Documents; (Bvi) agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents Agreement are required to be performed by it as a Lender; (vii) represents and warrants that it is a Qualified Lender; and (viii) agrees that it shall execute and deliver to the Servicer, the Borrower, and the Administrative Agent a Joinder Supplement on the date hereof; and (b) the Advances Outstanding will be reallocated on the First Amendment Effective Date among the Lenders in accordance with their revised Pro Rata Shares (and each Lender agrees to make all payments and adjustments necessary to effect the reallocation) after giving effect to this Amendment.

Appears in 1 contract

Sources: Loan and Servicing Agreement (AMG Comvest Senior Lending Fund)

New Lender. ▇▇▇▇▇ Fargo BankFrom and after the Third Amendment Date, National Association High Plains Farm Credit, FLCA (the a “New Lender”) (ishall, in accordance with Section 3(a) represents and warrants that (A) it has full power and authorityof this Amendment, and has taken all action necessary, be a party to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become have all of the rights and obligations of a Lender and a Revolving Credit Lender thereunder and under the Credit Agreement, other Loan Documents. New Lender (Ba) confirms that it satisfies the requirements, if any, specified in has received copies of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) other Loan Documents it has received a copy of the Existing Credit Agreement and the Credit Agreementrequested, together with copies of the most recent financial statements delivered pursuant referred to Sections 5.01(g) of the Existing Credit Agreement, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under provide its portion of the Credit Agreement Commitments on the basis Third Amendment Date in accordance with Section 3(a) of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, this Amendment; (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iiib) agrees that (A) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on upon such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking any action under the Loan Documents; (c) confirms that it is and can be an Eligible Assignee; (d) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, and together with such powers as are reasonably incidental thereto; (Be) agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender” and a “Revolving Credit Lender” under the Credit Agreement; and (f) simultaneously herewith, delivers to the Administrative Agent the forms prescribed by the Internal Revenue Service of the United States certifying as to New Lender’s status for purposes of determining exemption from United States withholding taxes with respect to all payments to be made to New Lender under the Credit Agreement or such other documents as are necessary to indicate that all such payments are subject to such rates at a rate reduced by an applicable tax treaty.

Appears in 1 contract

Sources: Credit Agreement (Intrepid Potash, Inc.)

New Lender. ▇▇▇▇▇ Fargo (a) On the Sixth Amendment Effective Date, each of Bank of Montreal, Chicago Branch, Citizens Bank, National Association N.A., Arvest Bank and Northbrook Bank & Trust Company, N.A. (the “New Lenders” and each a “New Lender”) hereby agrees to provide a Revolving Commitment in the amount set forth on Schedule 2.01 attached hereto and the initial Applicable Percentage of such New Lender shall be as set forth therein. (ib) Each New Lender (a) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment Agreement and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bii) it satisfies meets the requirements, if any, specified in requirements to become a Lender under Section 11.06(b)(iii) and (v) of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement, (Ciii) from and after the Amendment Effective Datedate hereof, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, and shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eiv) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) Section 7.01 of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which Agreement, (v) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoenter into this Agreement, and (iiivi) if it is a Foreign Lender, it has delivered any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by such New Lender; and (b) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) The Borrower, the Administrative Agent, the L/C Issuer and the Swing Line Lender agree that, as of the Sixth Amendment Effective Date, each New Lender shall (i) be a party to the Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (d) The applicable address, facsimile number and electronic mail address of each New Lender for purposes of Section 11.02 of the Credit Agreement are as set forth in such New Lender’s Administrative Questionnaire delivered by such New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by such New Lender in a notice to the Administrative Agent.

Appears in 1 contract

Sources: Credit Agreement (StoneX Group Inc.)

New Lender. ▇▇▇▇▇ Fargo From and after the Third Amendment Effective Date, U.S. Bank, National Association (the “New Lender”) ), shall be a Lender under the Credit Agreement, with the Commitments as set forth therein. The New Lender (ia) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Third Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under having its Commitments set forth in the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (Cii) from and after the Third Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its CommitmentsCommitments and related interests, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eiii) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 8.1 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Third Amendment and to become a Lender under having the Commitments set forth in the Credit Agreement on the basis of which Agreement, and (iv) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf enter into this Third Amendment and to exercise such powers under become a Lender having the Loan Documents as are delegated to Commitments set forth in the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, Credit Agreement; and (iiib) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. Without limiting the generality of the foregoing, the New Lender confirms that it has thereby appointed (and does hereby appoint) ▇▇▇▇▇ Fargo Bank, National Association to act on its behalf as the Administrative Agent and has thereby authorized (and does hereby authorize) the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms of the Loan Documents, together with such actions and powers as are reasonably incidental thereto.

Appears in 1 contract

Sources: Credit Agreement (Patrick Industries Inc)

New Lender. ▇▇▇▇▇ Fargo (a) JPMorgan Chase Bank, National Association N.A. (the “New Lender”) hereby agrees to provide a Commitment in the amount set forth on Schedule 2.01 attached hereto and the initial Applicable Percentage of the New Lender shall be as set forth therein. (ib) The New Lender (x) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment Agreement and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bii) it satisfies meets the requirementsrequirements to be an assignee under Section 11.06(b)(iii) and (v) of the Credit Agreement (subject to such consents, if any, specified in as may be required under Section 11.06(b)(iii) of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement), (Ciii) from and after the Seventh Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement and the other Loan Documents as a Lender thereunder and, to the extent of its Commitments, and shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eiv) it has received a copy of the Existing Credit Agreement and the Credit Agreementother Loan Documents, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 7.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment Agreement and to become a Lender under the Credit Agreement on the basis of which provide its Commitment, (v) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf enter into this Agreement and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoprovide its Commitment, and (iiivi) if it is a Foreign Lender, it has delivered any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by the New Lender; and (y) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) Each of the Borrower and the Administrative Agent agrees that, as of the date hereof, the New Lender shall (i) be a party to the Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (d) The applicable address, facsimile number and electronic mail address of the New Lender for purposes of Section 11.02 of the Credit Agreement are as set forth in the New Lender’s Administrative Questionnaire delivered by the New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by the New Lender in a notice to the Administrative Agent. (e) The Lenders’ Commitments and Loans under the Credit Agreement are hereby assigned and reallocated among the Lenders, including the New Lender, without recourse, representation or warranty, such that each of the Lenders, including the New Lender, has a Commitment in the amount set forth on Schedule 2.01 and holds its Applicable Percentage of the outstanding Loans. Notwithstanding anything in the Credit Agreement or any other Loan Document to the contrary, all assignments and reallocations of Loans and Commitments pursuant to this Section 3 shall be deemed to be assignments made subject to and in compliance with Section 11.06 of the Credit Agreement (including, without limitation, the ‘Standard Terms and Conditions’ applicable to Assignments and Assumptions).

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Providence Service Corp)

New Lender. ▇▇▇▇▇ Fargo Bank3.1. In connection with this Agreement, National Association and simultaneously with its effectiveness and certain fundings as set forth herein, SunTrust Bank (the “New Lender”) will become a Lender for all purposes under the Original Credit Agreement and Loan Documents together with the existing Lender (ithe “Existing Lender”). Simultaneously with the effectiveness of this Agreement and certain fundings as set forth herein, Exhibit 3 to the Original Credit Agreement is deleted and replaced with the Exhibit 3 attached hereto. 3.2. Upon the full and complete execution of this Agreement, the Administrative Agent shall arrange, and each Lender (including New Lender and the Existing Lender) shall fully cooperate, in making or receiving, as directed by the Administrative Agent, wire transfers and fund transfers reasonably necessary to effectuate the pro-rata shares set forth on Exhibit 3. Upon such transfer of funds, this Agreement shall be effective and such effectiveness shall relate back to 8:00 a.m. St. Louis time on the date of this Agreement. 3.3. New Lender agrees that, to the extent it has purchased and assumed or be found to have purchased and assumed from Existing Lender any interest in any Loan that it has purchased and assumed such interest, without recourse and without representation or warranty except as expressly set forth in Section 3.4. Such purchase and assumption shall include that portion of the Existing Lender’s obligations to fund unfunded Approvals equal to its percentage of the Floorplan Loans. 3.4. Existing Lender represents and warrants that (A) it has full power is the legal and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent beneficial owner of its CommitmentsLoans and that such interest is free and clear of any adverse claim. 3.5. New Lender (i) confirms, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments covenants and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) agrees that it has received a copy of the Existing Original Credit Agreement and all prior amendments (if any), the Credit AgreementLoan Documents, together with copies of the most recent financial statements delivered pursuant Financial Statements referred to Sections 5.01(g) of the Existing Credit Agreement, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment Agreement and become a Lender, and confirms and covenants that it has entered into this Agreement and agreed to become a Lender under the Credit Agreement based on the basis of which it has made such its own credit analysis and decision independently and without reliance on the upon any information provided by, or statement made by, Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, Lender; (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Existing Lender or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan DocumentsOriginal Credit Agreement; (iii) confirms that it is an Eligible Assignee; (iv) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Original Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; (Bv) agrees that it will perform in accordance with their terms all of the obligations which that by the terms of the Original Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (vi) promptly provide to Administrative Agent any U.S. Internal Revenue Service or other forms required under the Original Credit Agreement. 3.6. Upon the effectiveness of this Agreement and the funding by the New Lender of the amounts directed to be funded by it by the Administrative Agent as set forth in Section 3.2 hereof, such New Lender shall be a Lender for all purposes under the Original Credit Agreement and the other Loan Documents. From and after the effective date of this Agreement, the Administrative Agent shall make all payments under the Original Credit Agreement and the Notes consistent with the pro-rata shares of the Lenders.

Appears in 1 contract

Sources: Credit Facilities Agreement (Gtsi Corp)

New Lender. ▇▇▇▇▇ Fargo BankEffective as of the Colgate Merger Effective Date, National Association (the New Lender”) (i) Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if the New Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and First Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 8.01 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this First Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Colgate Merger Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Credit Agreement and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Credit Agreement (Centennial Resource Development, Inc.)

New Lender. ▇▇▇▇▇ Fargo (a) On the date of this Amendment, each of Mizuho Bank, Ltd., First National Association Bank of Pennsylvania, Santander Bank, N.A., United Bank, Compass Bank, and TriState Capital Bank (each a “New Lender” and collectively, the “New LenderLenders”) hereby agrees to provide a Commitment in the amount set forth on Schedule 2.01 attached hereto and the initial Applicable Percentage of each New Lender shall be as set forth therein. (ib) Each New Lender (a) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bii) it satisfies meets the requirementsrequirements to be an assignee under Section 11.06(b)(iii), (v) and (vi) of the Credit Agreement (subject to such consents, if any, specified in as may be required under Section 11.06(b)(iii) of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement), (Ciii) from and after the Amendment Effective Datedate of this Amendment, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its CommitmentsCommitment, shall have the obligations of a Lender thereunder, (Div) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments the Assigned Interest and either it, or the Person exercising discretion in making its decision to acquire provide its CommitmentsCommitment, is experienced in acquiring assets of this such type, and (Ev) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 7.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which provide its Commitment, (vi) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf enter into this Amendment and to exercise such powers under the Loan Documents as are delegated provide its Commitment, and (vii) if it is a Foreign Lender, it has delivered to the Administrative Agent and the Borrower any documentation required to be delivered by it pursuant to the terms thereofof the Credit Agreement, together with duly completed and executed by such powers as are reasonably incidental thereto, New Lender; and (iiib) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) The Borrower and the Administrative Agent agree that, as of the date of this Amendment, each New Lender shall (i) be a party to the Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (d) The applicable address, facsimile number and electronic mail address of each New Lender for purposes of Section 11.02 of the Credit Agreement are as set forth in such New Lender’s Administrative Questionnaire delivered by such New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by such New Lender in a notice to the Administrative Agent.

Appears in 1 contract

Sources: Credit Agreement (Caci International Inc /De/)

New Lender. ▇▇▇▇▇ Fargo BankBy its execution and delivery of this Amendment, National Association (the New Lender”) (i) Lender hereby agrees to become a Lender under the Credit Agreement with a Revolving Commitment as set forth on Schedule II to the Credit Agreement. The New Lender hereby represents and warrants that to the Administrative Agent as follows: (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (Cb) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its CommitmentsRevolving Commitment, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Ec) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 5.2 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints Lender; and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A1) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Credit Documents, and (B2) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Credit Documents are required to be performed by it as a Lender.

Appears in 1 contract

Sources: Commitment Increase Agreement and Amendment to Credit Agreement (Rowan Companies PLC)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if the New Lender”) (i) Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) Section 7.1 of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or of their respective Related Parties, and based on such documents (c) from and information as after the Amendment Effective Date, it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement and the other Loan Documents, Documents and (B) it will perform in accordance with their terms have all of the rights and obligations which by the terms of a Lender thereunder and have a Revolving Credit Commitment under and for purposes of the Loan Documents are required Credit Agreement in an amount equal to be performed by it as a Lenderthe amount set forth opposite its name on Schedule 1 hereto.

Appears in 1 contract

Sources: Credit Agreement (Toll Brothers, Inc.)

New Lender. ▇▇▇▇▇ Fargo Banka. As a signatory hereto, National Association as of the Amendment Effective Date (as defined below), the New Lender shall become a Lender under the Credit Agreement for all purposes and to the same extent as if originally a party thereto and shall be bound by and entitled to the benefits of the Credit Agreement. The New Lender shall have a Revolving Commitment in the amount set forth under the heading Revolving Commitment” opposite the New Lender”) ’s name in Schedule 1.1A to the Credit Agreement (as amended pursuant to the terms hereof). On the Amendment Effective Date, the New Lender shall make available to the Administrative Agent its pro rata share of Revolving Loans outstanding on such date in accordance with Section 2.2 of the Credit Agreement as if the New Lender was party to the Credit Agreement on the date such Revolving Loans were originally made and the Administrative Agent shall reduce the amount of the outstanding Revolving Loans held by each of the Existing Lenders as necessary to achieve a ratable allocation of the outstanding Revolving Loans. For the avoidance of doubt, the Borrower agrees to indemnify the Existing Lenders in accordance with Section 2.14 of the Credit Agreement for any loss incurred by the Existing Lenders in connection with the prepayment of the outstanding Revolving Loans described in this Section 6(a). b. The New Lender (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, Lender and (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 6.1 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, and (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that that (A) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, Documents and (B) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. c. The New Lender’s address for notices for the purposes of the Credit Agreement is as follows: Bank of America, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇, Managing Director-Energy Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Telephone: ▇▇▇-▇▇▇-▇▇▇▇

Appears in 1 contract

Sources: Revolving Credit Agreement (Southern Star Central Corp)

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (a) Royal Bank of Canada (the “New Lender”) hereby agrees to provide a Commitment in the amount set forth on Schedule 2.01 attached hereto and the initial Applicable Percentage of the New Lender shall be as set forth therein. (ib) The New Lender (a) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bii) it satisfies meets all the requirementsrequirements to be an assignee under Section 10.06(b)(iii) and (v) of the Credit Agreement (subject to such consents, if any, specified in as may be required under Section 10.06(b)(iii) of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement), (Ciii) from and after the First Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, and shall have the obligations of a Lender thereunder, (Div) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments Commitment and either it, or the Person exercising discretion in making its decision to acquire its Commitmentsprovide such Commitment, is experienced in acquiring assets of this such type, and (Ev) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 6.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which provide its Commitment, (vi) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf enter into this Amendment and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoprovide its Commitment, and (iiivii) if it is a Foreign Lender, attached hereto is any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by the New Lender; and (b) agrees that (Ai) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) The Borrower agrees that, as of the date hereof, the New Lender shall (i) be a party to the Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (d) The applicable address, facsimile number and electronic mail address of the New Lender for purposes of Section 10.02 of the Credit Agreement are as set forth in the New Lender’s Administrative Questionnaire delivered by the New Lender to the Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by the New Lender in a notice to the Agent. (e) The Lenders’ Commitments and Loans under the Credit Agreement are hereby assigned and reallocated among the Lenders, including the New Lender, without recourse, representation or warranty, such that each of the Lenders, including the New Lender, has a Commitment in the amount set forth on Schedule 2.01 and holds its Applicable Percentage of the outstanding Loans. Notwithstanding anything in the Credit Agreement or any other Loan Document to the contrary, all assignments and reallocations of Loans and Commitments pursuant to this Section 7 shall be deemed to be assignments made subject to and in compliance with Section 10.06 of the Credit Agreement (including, without limitation, the ‘Standard Terms and Conditions’ applicable to Assignments and Assumptions).

Appears in 1 contract

Sources: Credit Agreement (Matson, Inc.)

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (the “a) New Lender, by its signature to this Amendment, agrees to become a Lender under the Loan Agreement, with a Revolver Commitment in the amount set forth with respect to New Lender on Schedule 1 hereto, and to be bound by all of the terms and conditions applicable to Lenders under the Loan Agreement and each other Transaction Document. (b) New Lender (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment Agreement and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Loan Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective DateDate (as such term is hereinafter defined), it shall be bound by the provisions of the Credit Loan Agreement and the other Transaction Documents as a Lender thereunder and, to the extent of its Commitments, and shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (EC) it has received a copy of the Existing Credit Agreement and the Credit Loan Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 9.1.3 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment Agreement and to become a Lender under party to the Credit Agreement on the basis of which Loan Agreement, and (D) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement and to become a party to the Loan Agreement; and (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Transaction Documents, and (B) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Transaction Documents are required to be performed by it as a Lender. (c) Each of the Agent, Existing Lender, the Borrower, and Servicer agrees that, as of the Amendment Effective Date, the New Lender shall (i) be a party to the Loan Agreement with a Revolver Commitment in the amount set forth with respect to New Lender on Schedule 1 hereto, (ii) be a Lender for all purposes of the Loan Agreement and the other Transaction Documents, and (iii) have the rights and obligations of a Lender under the Loan Agreement and the other Transaction Documents. (d) The address of the New Lender for purposes of all notices and other communications is as set forth on the signature page hereto.

Appears in 1 contract

Sources: Loan and Security Agreement (Flat Rock Capital Corp.)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if the New Lender”) (i) Lender was an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Fifth Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 8.01 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Fifth Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Fifth Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Credit Agreement and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Credit Agreement (Vitesse Energy, Inc.)

New Lender. ▇▇▇▇▇ Fargo Bank(a) On the Fourth Amendment Effective Date, National Association Signature Bank (the “New Lender”) hereby agrees to provide a Revolving Commitment in the amount set forth on Schedule 2.01 attached hereto and the initial Applicable Percentage of the New Lender shall be as set forth therein. (ib) The New Lender (a) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment Agreement and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bii) it satisfies meets the requirements, if any, specified in requirements to become a Lender under Section 11.06(b)(iii) and (v) of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement, (Ciii) from and after the Amendment Effective Datedate hereof, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, and shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eiv) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) Section 7.01 of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which Agreement, (v) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoenter into this Agreement, and (iiivi) if it is a Foreign Lender, it has delivered any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by the New Lender; and (b) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) The Borrower, the Administrative Agent, the L/C Issuer and the Swing Line Lender agree that, as of the Fourth Amendment Effective Date, the New Lender shall (i) be a party to the Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (d) The applicable address, facsimile number and electronic mail address of the New Lender for purposes of Section 11.02 of the Credit Agreement are as set forth in the New Lender’s Administrative Questionnaire delivered by the New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by the New Lender in a notice to the Administrative Agent.

Appears in 1 contract

Sources: Credit Agreement (Intl Fcstone Inc.)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Amended Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Amended Credit Agreement, to the same extent as if the New Lender”) (i) Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Agent to take such action as the Agent on its behalf and to exercise such powers and discretion under the Amended Credit Agreement as are delegated to the Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Fifth Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Amended Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Amended Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) Section 6.01 of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Fifth Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Fifth Amendment Arranger or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Fifth Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Amended Credit Agreement and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Credit Agreement (Dillard's, Inc.)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as amended hereby as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement as amended hereby, to the same extent as if the New Lender”) (i) Lender were an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Second Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a party to, and a Lender under the Credit Agreementunder, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunderamended hereby, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 8.01, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Second Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Second Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Credit Agreement as amended hereby and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a LenderLender thereunder.

Appears in 1 contract

Sources: Credit Agreement (WildHorse Resource Development Corp)

New Lender. ▇▇▇▇▇ Fargo Bank(a) Each of the parties hereto acknowledges and agrees that as of the Sixth Amendment Effective Date, National Association Banco Bilbao Vizcaya Argentaria, S.A. New York Branch (the “New Lender”) shall be a party to and a “Lender” under the Credit Agreement as if originally named therein as a party with a Commitment as set forth on Schedule 1.1(a) of the Credit Agreement as amended by this Amendment and shall be bound by all of the terms and provisions applicable to Lenders under the Credit Agreement as amended by this Amendment. (b) The New Lender shall deliver to the Administrative Agent cash in an amount equal to such New Lender’s pro rata share of the aggregate Loans outstanding on the Sixth Amendment Effective Date, if any. (c) The New Lender (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement provide a Commitment and to become a Lender, Lender and (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunderis not an Ineligible Assignee, (Dii) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) confirms that it has received a copy of the Existing Credit Agreement and the Credit Agreement, as amended hereby, together with copies of the most recent financial statements referred to in Section 4.9 thereof or delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, Section 5.1 thereof and such other documents and information as it has deemed appropriate to make its own it owns credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on as amended by the basis of which it has made such analysis and decision Sixth Amendment, (iii) will independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, (ii) appoints and authorizes upon the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan DocumentsCredit Agreement, (iv) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement as delegated to the Administrative Agent, by the terms thereof, together with such powers as are reasonably incidental thereto and (Bv) agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents Credit Agreement are required to be performed by it as a Lender.

Appears in 1 contract

Sources: Credit Agreement (Intercontinental Exchange, Inc.)

New Lender. ▇▇▇▇▇ Fargo Bank, National Association (the “a) New Lender, by its signature to this Amendment, agrees to become a Lender under the Loan Agreement, with a Revolver Commitment in the amount set forth with respect to the New Lender on Schedule 1 hereto, and to be bound by all of the terms and conditions applicable to Lenders under the Loan Agreement and each other Transaction Document. (b) New Lender (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Loan Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments meets all requirements of an Eligible Assignee under the Credit Agreement and become a LenderLoan Agreement, (C) from and after the Third Amendment Effective DateDate (as such term is hereinafter defined), it shall be bound by the provisions of the Credit Loan Agreement and the other Transaction Documents as a Lender thereunder and, to the extent of its Commitments, and shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the Credit Loan Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 9.1.3 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under party to the Credit Agreement on the basis of which Loan Agreement, and (E) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and to become a party to the Loan Agreement; and (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Transaction Documents, and (B) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Transaction Documents are required to be performed by it as a Lender. (c) Each of the Agent, each Existing Lender, the Borrower, and Servicer agrees that, as of the Third Amendment Effective Date, New Lender shall (i) be a party to the Loan Agreement with a Revolver Commitment in the amount set forth with respect to New Lender on Schedule 1 hereto, (ii) be a Lender for all purposes of the Loan Agreement and the other Transaction Documents, and (iii) have the rights and obligations of a Lender under the Loan Agreement and the other Transaction Documents. (d) The address of New Lender for purposes of all notices and other communications is as set forth on the signature page hereto.

Appears in 1 contract

Sources: Loan and Security Agreement (Portman Ridge Finance Corp)

New Lender. ▇▇▇▇▇ Fargo BankBy its execution of this Agreement, National Association (New Lender is hereby added to the “New Loan Agreement as a Lender”) , and (i) represents and warrants confirms that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Loan Agreement and the Credit Agreementother Loan Documents, together with copies of the most recent any financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicable, requested by New Lender and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related PartiesAgreement, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, and (iii) agrees that (A) it will, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, and based on such documents and information as at it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, (iii) appoints and authorizes the Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Agent by the terms thereof, together with such powers as are reasonably incidental thereto, (Biv) confirms that the execution and delivery of this Agreement by New Lender is duly authorized, (v) assumes all obligations of a Lender under the Loan Agreement and the other Loan Documents and agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender, (vi) confirms that its payment instructions and notice instructions are as set forth in the attached Schedule 1, (vii) confirms that none of the funds, monies, assets or other consideration being used to make the purchase and assumption hereunder are “plan assets” as defined under ERISA and that its rights, benefits and interests in and under the Loan Documents will not be “plan assets” under ERISA, and (viii) if applicable, agrees to provide the forms prescribed by the Internal Revenue Service of the United States certifying that New Lender is entitled to receive payments under the Loan Documents without deduction or withholding of any United States federal income taxes.

Appears in 1 contract

Sources: Modification Agreement (Clark Inc)

New Lender. ▇▇▇▇▇ Fargo (a) On the Third Amendment Effective Date, JPMorgan Chase Bank, National Association N.A. and Regions Bank (collectively, the “New LenderLenders”) hereby agrees to provide a Revolving Commitment in the amount set forth on Schedule 2.01 attached hereto and the initial Applicable Percentage of each New Lender shall be as set forth therein. (ib) Each New Lender (a) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment Agreement and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (Bii) it satisfies meets the requirements, if any, specified in requirements to become a Lender under Section 11.06(b)(iii) and (v) of the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a LenderAgreement, (Ciii) from and after the Amendment Effective Datedate hereof, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, and shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eiv) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) Section 7.01 of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement on the basis of which Agreement, (v) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoenter into this Agreement, and (iiivi) if it is a Foreign Lender, it has delivered any documentation required to be delivered by it pursuant to the terms of the CHAR1\1935368v3 Credit Agreement, duly completed and executed by such New Lender; and (b) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) The Borrower, the Administrative Agent, the L/C Issuer and the Swingline Lender agree that, as of the Third Amendment Effective Date, each New Lender shall (i) be a party to the Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (d) The applicable address, facsimile number and electronic mail address of each New Lender for purposes of Section 11.02 of the Credit Agreement are as set forth in such New Lender’s Administrative Questionnaire delivered by such New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by such New Lender in a notice to the Administrative Agent.

Appears in 1 contract

Sources: Credit Agreement (I3 Verticals, Inc.)

New Lender. ▇▇▇▇▇ Fargo Bank(a) On the Third Amendment Effective Date, National Association The Bank of Tokyo-Mitsubishi UFJ, Ltd. (the “New Lender”) hereby agrees to provide a Commitment in the amount set forth on Schedule 1.1 (ia) attached hereto and the initial Pro Rata Share of the New Lender shall be as set forth therein. (b) The New Lender (a) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Loan Agreement, (Bii) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments meets all requirements of an Eligible Assignee under the Credit Agreement and become a LenderLoan Agreement, (Ciii) from and after the Third Amendment Effective Date, it shall be bound by the provisions of the Credit Loan Agreement as a Lender thereunder and, to the extent of its CommitmentsCommitment, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eiv) it has received a copy of the Existing Credit Agreement and the Credit Loan Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 7.1 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement provide its Commitment on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and (iiv) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated if it is a foreign lender, it has delivered to the Administrative Agent and the Borrower any documentation required to be delivered by it pursuant to the terms of the Loan Agreement, duly completed and executed by the terms thereof, together with such powers as are reasonably incidental thereto, New Lender; and (iiib) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) The Borrower and the Administrative Agent agree that, as of the Third Amendment Effective Date, the New Lender shall (i) be a party to the Loan Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Loan Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Loan Agreement and the other Loan Documents. (d) The applicable address, facsimile number and electronic mail address of the New Lender for purposes of Section 11.1 of the Loan Agreement are as set forth in the New Lender’s Administrative Questionnaire delivered by the New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by the New Lender in a notice to the Administrative Agent.

Appears in 1 contract

Sources: Term Loan Agreement (PNM Resources Inc)

New Lender. ▇▇▇▇▇ Fargo From and after the Amendment Effective Date, 1st Source Bank, National Association an Indiana banking corporation (the “New Lender”) ), shall be a Lender under the Amended Credit Agreement, with the Commitments as set forth therein. The New Lender (ia) represents and warrants that (Ai) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under having its Commitments set forth in the Amended Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (Cii) from and after the Amendment Effective Date, it shall be bound by the provisions of the Amended Credit Agreement as a Lender thereunder and, to the extent of its CommitmentsCommitments and related interests, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eiii) it has received a copy of the Existing Credit Agreement and the Amended Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit AgreementSection 8.1 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under having the Commitments set forth in the Amended Credit Agreement on the basis of which Agreement, and (iv) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Partiesand based on such documents and information as it has deemed appropriate, (ii) appoints made its own credit analysis and authorizes the Administrative Agent decision to take such action as agent on its behalf enter into this Amendment and to exercise such powers under become a Lender having the Loan Documents as are delegated to Commitments set forth in the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, Amended Credit Agreement; and (iiib) agrees that (Ai) it will, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related PartiesLender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (Bii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender. Without limiting the generality of the foregoing, the New Lender confirms that it has thereby appointed (and does hereby appoint) ▇▇▇▇▇ Fargo Bank, National Association to act on its behalf as the Administrative Agent and has thereby authorized (and does hereby authorize) the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms of the Loan Documents, together with such actions and powers as are reasonably incidental thereto.

Appears in 1 contract

Sources: Credit Agreement (Patrick Industries Inc)

New Lender. ▇▇▇▇▇ Fargo BankThe New Lender hereby joins in, National Association (becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if the New Lender”) (i) Lender was an original signatory thereto. The New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lender represents and warrants that (Aa) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and Fourth Amendment, to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (B) it satisfies the requirements, if any, specified in the Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Commitments under the Credit Agreement and become a Lender, (C) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments, shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and either it, or the Person exercising discretion in making its decision to acquire its Commitments, is experienced in acquiring assets of this type, and (Eb) it has received a copy of the Existing Credit Agreement and the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 5.01(g) of the Existing Credit Agreement, as applicableSection 8.01 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Fourth Amendment and to become a Lender under the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” Agent or any other Lender or their respective Related Parties, (ii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental theretoLender, and (iiic) agrees that (A) it willfrom and after the Fourth Amendment Effective Date, independently and without reliance on the Administrative Agent, any “Joint Lead Arranger” or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (B) it will perform in accordance with their terms all provisions of the obligations which by Credit Agreement and the terms of the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender.Lender thereunder

Appears in 1 contract

Sources: Credit Agreement (Vitesse Energy, Inc.)