Common use of No Further Amendments; Ratification of Liability Clause in Contracts

No Further Amendments; Ratification of Liability. Except as expressly amended hereby, the Existing Credit Agreement and each of the other Loan Documents, as amended hereby, shall remain in full force and effect in accordance with their respective terms, and the Lenders and the Administrative Agent hereby require strict compliance with the terms and conditions of the Amended Credit Agreement and the other Loan Documents, as amended hereby, in the future. No Loan Party has any knowledge of any challenge to the Administrative Agent’s or any Xxxxxx’s claims arising under the Loan Documents. Each of the Borrower and the other Loan Parties hereby (i) ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Amended Credit Agreement and the other Loan Documents to which it is a party, all as amended by this Amendment and (ii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Document, as amended hereby, to which it is a party, or reduce, impair or discharge the obligations of the Borrower or any other Loan Party. The Guarantor hereby acknowledges its receipt of a copy of this Amendment and its review of the terms and conditions hereof and consents to the terms and conditions of this Amendment and the transactions contemplated hereby. The Guarantor hereby (a) affirms and confirms its guarantees under the Guaranty and Security Agreement, and (b) agrees that (i) Guaranty and Security Agreement shall continue to be in full force and effect and (ii) all guarantees under the Guaranty and Security Agreement shall continue to be in full force and effect and shall accrue to the benefit of the Lenders. The Lenders’ agreement to the terms of this Amendment or any other amendment of the Existing Credit Agreement or any other Loan Document shall not be deemed to establish or create a custom or course of dealing between the Borrower or any other Loan Party or the Lenders, or any of them. This Amendment shall be deemed to be a “Loan Document” for all purposes under the Amended Credit Agreement. After the effectiveness of this Amendment, each reference to the Existing Credit Agreement in any of the Loan Documents shall be deemed to be a reference to the Amended Credit Agreement.

Appears in 3 contracts

Samples: Credit Agreement (Apollo Medical Holdings, Inc.), Credit Agreement and Waiver (Apollo Medical Holdings, Inc.), Credit Agreement (Apollo Medical Holdings, Inc.)

AutoNDA by SimpleDocs

No Further Amendments; Ratification of Liability. Except as expressly amended hereby, the Existing Credit Term Loan Agreement and each of the other Loan Documents, as amended hereby, Documents shall remain in full force and effect in accordance with their respective terms, and the Lenders and the Administrative Agent hereby require strict compliance with the terms and conditions of the Amended Credit Term Loan Agreement and the other Loan Documents, as amended hereby, Documents in the future. No Loan Party has any knowledge of any challenge , in each case, pursuant to the Administrative Agent’s or any Xxxxxx’s claims arising under terms of the Loan Documents. Each of the Borrower and the other Loan Parties Holdings hereby (i) restates, ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Amended Credit Term Loan Agreement and the other Loan Documents to which it is a party, all as amended by this Amendment Amendment, and the liens and security interests granted, created and perfected thereby and (ii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Document, as amended hereby, Document to which it is a party, or reduce, impair or discharge the obligations of the Borrower or any other Loan Party. The Guarantor hereby acknowledges its receipt of a copy of this Amendment and its review of Holdings or the terms and conditions hereof and consents Collateral granted to the terms and conditions of this Amendment and Administrative Agent and/or the transactions contemplated hereby. The Guarantor hereby (a) affirms and confirms its guarantees under the Guaranty and Security Agreement, and (b) agrees that (i) Guaranty and Security Agreement shall continue to be in full force and effect and (ii) all guarantees under the Guaranty and Security Agreement shall continue to be in full force and effect and shall accrue to the benefit of the LendersLenders thereunder. The Lenders’ agreement to the terms of this Amendment or any other amendment of the Existing Credit Term Loan Agreement or any other Loan Document shall not be deemed to establish or create a custom or course of dealing between the Borrower or any other Loan Party Borrower, Holdings or the Lenders, or any of them. This Amendment shall be deemed to be a “Loan Document” for all purposes under the Amended Credit Term Loan Agreement. After the effectiveness of this Amendment, each reference to the Existing Credit Term Loan Agreement in any of the Loan Documents shall be deemed to be a reference to the Amended Credit AgreementTerm Loan Agreement as amended by this Amendment. The amendments contained herein shall be deemed to have prospective application only.

Appears in 3 contracts

Samples: Term Loan Agreement (Root, Inc.), Term Loan Agreement (Root Stockholdings, Inc.), Term Loan Agreement (Root, Inc.)

No Further Amendments; Ratification of Liability. Except as expressly amended hereby, the Existing Credit Note Purchase Agreement and each of the other Loan Documents, as amended hereby, Note Documents shall remain in full force and effect in accordance with their respective terms, and the Lenders Noteholders and the Administrative Agent hereby require strict compliance with the terms and conditions of the Amended Credit Note Purchase Agreement and the other Loan Documents, as amended hereby, Note Documents in the future. No Loan Party has any knowledge of any challenge , in each case, pursuant to the Administrative Agent’s or any Xxxxxx’s claims arising under terms of the Loan Note Documents. Each of the Borrower Issuer and the other Loan Parties Holdings hereby (i) restates, ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Amended Credit Note Purchase Agreement and the other Loan Note Documents to which it is a party, all as amended by this Amendment Amendment, and the liens and security interests granted, created and perfected thereby and (ii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Document, as amended hereby, Note Document to which it is a party, or reduce, impair or discharge the obligations of the Borrower Issuer or any other Loan PartyHoldings or the Collateral granted to the Administrative Agent and/or the Noteholders thereunder. The Guarantor hereby acknowledges its receipt of a copy of this Amendment and its review of the terms and conditions hereof and consents to the terms and conditions of this Amendment and the transactions contemplated hereby. The Guarantor hereby (a) affirms and confirms its guarantees under the Guaranty and Security Agreement, and (b) agrees that (i) Guaranty and Security Agreement shall continue to be in full force and effect and (ii) all guarantees under the Guaranty and Security Agreement shall continue to be in full force and effect and shall accrue to the benefit of the Lenders. The LendersNoteholders’ agreement to the terms of this Amendment or any other amendment of the Existing Credit Note Purchase Agreement or any other Loan Note Document shall not be deemed to establish or create a custom or course of dealing between the Borrower or any other Loan Party Issuer, Holdings or the LendersNoteholders, or any of them. This Amendment shall be deemed to be a “Loan Note Document” for all purposes under the Amended Credit Note Purchase Agreement. After the effectiveness of this Amendment, each reference to the Existing Credit Note Purchase Agreement in any of the Loan Note Documents shall be deemed to be a reference to the Amended Credit AgreementNote Purchase Agreement as amended by this Amendment. The amendments contained herein shall be deemed to have prospective application only.

Appears in 3 contracts

Samples: Note Purchase Agreement (Root, Inc.), Note Purchase Agreement (Root Stockholdings, Inc.), Note Purchase Agreement (Root, Inc.)

No Further Amendments; Ratification of Liability. Except as expressly amended or waived hereby, the Existing Credit Agreement and each of the other Loan Documents, as amended hereby, Documents shall remain in full force and effect in accordance with their respective terms, and the Lenders and the Administrative Agent hereby require strict compliance with the terms and conditions of the Amended Credit Agreement and the other Loan Documents, as amended hereby, Documents in the future. No Loan Party has any knowledge of any challenge to the Administrative Agent’s or any Xxxxxx’s claims arising under the Loan Documents. Each of the Borrower Borrower, Holdings and the other Subsidiary Loan Parties hereby (i) restates, ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Amended Credit Agreement and the other Loan Documents to which it is a party, all as amended by this Amendment Amendment, and the liens and security interests granted, created and perfected thereby and (ii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Document, as amended hereby, Document to which it is a party, or reduce, impair or discharge the obligations of the Borrower Borrower, Holdings, the Subsidiary Loan Parties or any other Loan Party. The Guarantor hereby acknowledges its receipt of a copy of this Amendment and its review of the terms and conditions hereof and consents Collateral granted to the terms and conditions of this Amendment and Administrative Agent and/or the transactions contemplated hereby. The Guarantor hereby (a) affirms and confirms its guarantees under the Guaranty and Security Agreement, and (b) agrees that (i) Guaranty and Security Agreement shall continue to be in full force and effect and (ii) all guarantees under the Guaranty and Security Agreement shall continue to be in full force and effect and shall accrue to the benefit of the LendersLenders thereunder. The Lenders' agreement to the terms of this Amendment or any other amendment of the Existing Credit Agreement or any other Loan Document shall not be deemed to establish or create a custom or course of dealing between the Borrower or any other Borrower, Holdings, the Subsidiary Loan Party Parties or the Lenders, or any of them. This Amendment shall be deemed to be a "Loan Document" for all purposes under the Amended Credit Agreement. After the effectiveness of this Amendment, each reference to the Existing Credit Agreement in any of the Loan Documents shall be deemed to be a reference to the Amended Credit AgreementAgreement as amended by this Amendment.

Appears in 2 contracts

Samples: Credit Agreement (Perion Network Ltd.), Credit Agreement (Perion Network Ltd.)

AutoNDA by SimpleDocs

No Further Amendments; Ratification of Liability. Except as expressly amended or waived hereby, the Existing Credit Agreement and each of the other Loan Documents, as amended hereby, Documents shall remain in full force and effect in accordance with their respective terms, and the Lenders and the Administrative Agent hereby require strict compliance with the terms and conditions of the Amended Credit Agreement and the other Loan Documents, as amended hereby, in the future. No Loan Party has any knowledge of any challenge to the Administrative Agent’s or any Xxxxxx’s claims arising under the Loan Documents. Each of the Borrower and the other Loan Parties hereby (i) restates, ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Amended Credit Agreement and the other Loan Documents to which it is a party, all as amended by this Amendment Amendment, and the liens and security interests granted, created and perfected thereby, (ii) acknowledges and reaffirms that all liens and security interests granted to the Administrative Agent and the Lenders under the Loan Documents by such Loan Party remain in full force and effect and shall continue to secure the Obligations and (iiiii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Document, as amended hereby, Document to which it is a party, or reduce, impair or discharge the obligations of the Borrower or any Borrower, the other Loan Party. The Guarantor hereby acknowledges its receipt of a copy of this Amendment and its review of Parties or the terms and conditions hereof and consents Collateral granted to the terms and conditions of this Amendment and Administrative Agent and/or the transactions contemplated hereby. The Guarantor hereby (a) affirms and confirms its guarantees under the Guaranty and Security Agreement, and (b) agrees that (i) Guaranty and Security Agreement shall continue to be in full force and effect and (ii) all guarantees under the Guaranty and Security Agreement shall continue to be in full force and effect and shall accrue to the benefit of the LendersLenders thereunder. The Lenders’ agreement to the terms of this Amendment or any other amendment of the Existing Credit Agreement or any other Loan Document shall not be deemed to establish or create a custom or course of dealing between the Borrower or any Borrower, the other Loan Party Parties or the Lenders, or any of them. This Amendment shall be deemed to be a “Loan Document” for all purposes under the Amended Credit Agreement. After the effectiveness of this Amendment, each reference to the Existing Credit Agreement in any of the Loan Documents shall be deemed to be a reference to the Amended Credit Agreement.Agreement as amended by this Amendment. Each Loan Party agrees that the amendments contained in this Amendment are solely to amend the terms of the Credit Agreement and do not in any way affect the validity and/or enforceability of any Loan Document, or reduce, impair or discharge the obligations of such Person thereunder. 

Appears in 1 contract

Samples: Credit Agreement (Tutor Perini Corp)

No Further Amendments; Ratification of Liability. Except as expressly amended or waived hereby, the Existing Credit Agreement and each of the other Loan Documents, as amended hereby, Documents shall remain in full force and effect in accordance with their respective terms, and the Lenders and the Administrative Agent hereby require strict compliance with the terms and conditions of the Amended Credit Agreement and the other Loan Documents, as amended hereby, Documents in the future. No Loan Party has any knowledge of any challenge to the Administrative Agent’s or any Xxxxxx’s claims arising under the Loan Documents. Each of the Borrower Borrower, Holdings and the other Subsidiary Loan Parties hereby (i) restates, ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Amended Credit Agreement and the other Loan Documents to which it is a party, all as amended by this Amendment Amendment, and the liens and security interests granted, created and perfected thereby and (ii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Document, as amended hereby, Document to which it is a party, or reduce, impair or discharge the obligations of the Borrower Borrower, Holdings, the Subsidiary Loan Parties or any other Loan Party. The Guarantor hereby acknowledges its receipt of a copy of this Amendment and its review of the terms and conditions hereof and consents Collateral granted to the terms and conditions of this Amendment and Administrative Agent and/or the transactions contemplated hereby. The Guarantor hereby (a) affirms and confirms its guarantees under the Guaranty and Security Agreement, and (b) agrees that (i) Guaranty and Security Agreement shall continue to be in full force and effect and (ii) all guarantees under the Guaranty and Security Agreement shall continue to be in full force and effect and shall accrue to the benefit of the LendersLenders thereunder. The Lenders’ agreement to the terms of this Amendment or any other amendment of the Existing Credit Agreement or any other Loan Document shall not be deemed to establish or create a custom or course of dealing between the Borrower or any other Borrower, Holdings, the Subsidiary Loan Party Parties or the Lenders, or any of them. This Amendment shall be deemed to be a “Loan Document” for all purposes under the Amended Credit Agreement. After the effectiveness of this Amendment, each reference to the Existing Credit Agreement in any of the Loan Documents shall be deemed to be a reference to the Amended Credit AgreementAgreement as amended by this Amendment. The amendments contained herein shall be deemed to have prospective application only.

Appears in 1 contract

Samples: Credit Agreement (Perion Network Ltd.)

Time is Money Join Law Insider Premium to draft better contracts faster.