One Loan. (a) Subject to subsection (c) below, all UK Facility Loans, Reimbursement Obligations arising from Bank Guarantees and UK Facility Advances by the UK Facility Lenders to any UK Facility Borrower shall constitute the joint and several general obligation of each of the UK Facility Borrowers. Each UK Facility Borrower shall be jointly and severally liable to the UK Facility Agent and the UK Facility Lenders for all Obligations hereunder in respect of the UK Facility, regardless of whether such Obligations arise as a result of UK Facility Advances to such Borrower, it being stipulated and agreed that UK Facility Advances hereunder to any UK Facility Borrower inure to the benefit of each of the UK Facility Borrowers, and that the UK Facility Lenders are relying on the joint and several liability of the UK Facility Borrowers in extending credit under the UK Facility. (b) Subject to subsection (c) below, each UK Facility Borrower guarantees to the UK Facility Lenders the payment in full of all of the Obligations of the other UK Facility Borrowers to the UK Facility Lenders in respect of UK Facility and further guarantees the due performance by each other UK Facility Borrower of its respective duties and covenants made in favor of the UK Facility Agent and the UK Facility Lenders hereunder. Each UK Facility Borrower agrees that the joint and several liability of the UK Facility Borrowers shall not be impaired or affected by any modification, supplement, extension or amendment of any contract or agreement to which the parties thereto may hereafter agree, nor by any modification, release or other alteration of any of the rights of the UK Facility Agent and the UK Facility Lenders with respect to any collateral, nor by any delay, extension of time, renewal, compromise or other indulgence granted by the UK Facility Agent and the UK Facility Lenders with respect to any of the Obligations, nor by any other agreements or arrangements whatever with any other UK Facility Borrower, any guarantor or any other Person, each UK Facility Borrower hereby waiving all notice of any such delay, extension, release, substitution, renewal, compromise or other indulgence, and hereby consenting to be bound thereby as fully and effectually as if it had expressly agreed thereto in advance. The liability of each UK Facility Borrower hereunder is direct and unconditional as to all of the
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One Loan. (a) Subject to subsection (c) below, all UK Facility Loans, Reimbursement Obligations arising from Bank Guarantees Loans and UK Facility Advances by the UK Facility Lenders to any UK Facility Borrower shall constitute the joint and several general obligation of each of the UK Facility Borrowers. Each UK Facility Borrower shall be jointly and severally liable to the UK Facility Agent and the UK Facility Lenders for all Obligations hereunder in respect of the UK Facility, regardless of whether such Obligations arise as a result of UK Facility Advances to such Borrower, it being stipulated and agreed that UK Facility Advances hereunder to any UK Facility Borrower inure to the benefit of each of the UK Facility Borrowers, and that the UK Facility Lenders are relying on the joint and several liability of the UK Facility Borrowers in extending credit under the UK Facility.
(b) Subject to subsection (c) below, each UK Facility Borrower guarantees to the UK Facility Lenders the payment in full of all of the Obligations of the other UK Facility Borrowers to the UK Facility Lenders in respect of UK Facility and further guarantees the due performance by each other UK Facility Borrower of its respective duties and covenants made in favor of the UK Facility Agent and the UK Facility Lenders hereunder. Each UK Facility Borrower agrees that the joint and several liability of the UK Facility Borrowers shall not be impaired or affected by any modification, supplement, extension or amendment of any contract or agreement to which the parties thereto may hereafter agree, nor by any modification, release or other alteration of any of the rights of the UK Facility Agent and the UK Facility Lenders with respect to any collateral, nor by any delay, extension of time, renewal, compromise or other indulgence granted by the UK Facility Agent and the UK Facility Lenders with respect to any of the Obligations, nor by any other agreements or arrangements whatever with any other UK Facility Borrower, any guarantor or any other Person, each UK Facility Borrower hereby waiving all notice of any such delay, extension, release, substitution, renewal, compromise or other indulgence, and hereby consenting to be bound thereby as fully and effectually as if it had expressly agreed thereto in advance. The liability of each UK Facility Borrower hereunder is direct and unconditional as to all of the
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One Loan. (a) Subject to subsection (c) below, all UK Facility Loans, Reimbursement Obligations arising from Bank Guarantees All Domestic Loans and UK Facility Domestic Advances by the UK Facility Multicurrency Facilities Lenders to any UK Facility Multicurrency Facilities Borrower shall constitute the joint and several general obligation of each of the UK Facility BorrowersMulticurrency Facilities Borrowers other than TD France. Each UK Facility Multicurrency Facilities Borrower other than TD France shall be jointly and severally liable to the UK Facility Agent and the UK Facility Multicurrency Facilities Lenders for all Obligations hereunder in respect of the UK FacilityMulticurrency Facilities, regardless of whether such Obligations arise as a result of UK Facility Domestic Advances to such Borrower, it being stipulated and agreed that UK Facility Domestic Advances hereunder to any UK Facility Multicurrency Facilities Borrower inure to the benefit of each of the UK Facility Multicurrency Facilities Borrowers, and that the UK Facility Multicurrency Facilities Lenders are relying on the joint and several liability of the UK Facility Borrowers Multicurrency Facilities Borrowers, other than TD France, in extending credit under the UK FacilityMulticurrency Facilities. Notwithstanding any other provision contained herein to the contrary, TD France shall be liable only for Obligations arising as a result of Domestic Loans and Domestic Advances made directly to TD France.
(b) Subject to subsection (c) below, each UK Facility Each Multicurrency Facilities Borrower other than TD France guarantees to the UK Facility Multicurrency Facilities Lenders the payment in full of all of the Obligations of the other UK Facility Multicurrency Facilities Borrowers to the UK Facility Multicurrency Facilities Lenders in respect of UK Facility Multicurrency Facilities and further guarantees the due performance by each other UK Facility Multicurrency Facilities Borrower of its respective duties and covenants made in favor of the UK Facility Agent and the UK Facility Multicurrency Facilities Lenders hereunder. Each UK Facility Multicurrency Facilities Borrower agrees that the joint and several liability of the UK Facility Multicurrency Facilities Borrowers other than TD France shall not be impaired or affected by any modification, supplement, extension or amendment of any contract or agreement to which the parties thereto may hereafter agree, nor by any modification, release or other alteration of any of the rights of the UK Facility Agent and the UK Facility Multicurrency Facilities Lenders with respect to any collateral, nor by any delay, extension of time, renewal, compromise or other indulgence granted by the UK Facility Agent and the UK Facility Multicurrency Facilities Lenders with respect to any of the Obligations, nor by any other agreements or arrangements whatever with any other UK Facility Multicurrency Facilities Borrower, any guarantor or any other Person, each UK Facility Multicurrency Facilities Borrower hereby waiving all notice of any such delay, extension, release, substitution, renewal, compromise or other indulgence, and hereby consenting to be bound thereby as fully and effectually as if it had expressly agreed thereto in advance. The liability of each UK Facility Borrower Multicurrency Facilities Borrower, other than TD France, hereunder is direct and unconditional as to all of thethe Obligations hereunder in respect of the Multicurrency Facilities, and the liability of TD France hereunder is direct and unconditional as to only the Obligations arising as a result of Domestic Loans and Domestic Advances made directly to TD France, and any such liability may be enforced without requiring the Agent or the Multicurrency Facilities Lenders first to resort to any other right, remedy or security; no Multicurrency Facilities Borrower shall have any right of subrogation, reimbursement or indemnity whatsoever, nor any right of recourse to security for any of the Obligations in respect of the Multicurrency Facilities, unless and until all of said Obligations have been paid in full."
2. Each Lender by its execution of this Amendment Agreement consents to, and waives any Default or Event of Default under Sections 9.09, 10.01(d) or 10.01 (n) of the Credit Agreement as a result of, each of the following events:
(a) The German Entity Disposition by TDC or a Subsidiary of TDC;
(b) Upon the effectiveness of the German Entity Disposition in the event such disposed entity is Tech Data Europe Gmbh, the release by the Agent of certain capital stock of Tech Data Europe Gmbh presently pledged to the Agent, for itself and for the benefit of the Lenders, by TDC pursuant to that certain Pledge of Shares dated as of August 28, 1997, by TDC in favor of the Agent for the benefit of the Lenders; and
(c) The change in organizational form of Tech Data France, S.N.C., to become Tech Data France, S.A., provided that Tech Data France, S.A. is the successor as a matter of law or by written agreement satisfactory to the Agent, to all Obligations of Tech Data France, S.N.C. existing immediately prior to such change and provided further, that Borrowers shall deliver to the Agent an opinion of counsel to the Borrowers satisfactory in form and substance to the Agent as to the validity of such succession or assumption of Obligations, as the case may be.
Appears in 1 contract
Sources: Revolving Credit and Reimbursement Agreement (Tech Data Corp)
One Loan. (a) Subject to subsection (c) below, all UK Facility Loans, Reimbursement Obligations arising from Bank Guarantees All Domestic Loans and UK Facility Domestic Advances by the UK Facility Multicurrency Facilities Lenders to any UK Facility Multicurrency Facilities Borrower shall constitute the joint and several general obligation of each of the UK Facility Multicurrency Facilities Borrowers. Each UK Facility Multicurrency Facilities Borrower shall be jointly and severally liable to the UK Facility Agent and the UK Facility Multicurrency Facilities Lenders for all Obligations hereunder in respect of the UK FacilityMulticurrency Facilities, regardless of whether such Obligations arise as a result of UK Facility Domestic Advances to such Borrower, it being stipulated and agreed that UK Facility Domestic Advances hereunder to any UK Facility Multicurrency Facilities Borrower inure to the benefit of each of the UK Facility Multicurrency Facilities Borrowers, and that the UK Facility Multicurrency Facilities Lenders are relying on the joint and several liability of the UK Facility Multicurrency Facilities Borrowers in extending credit under the UK FacilityMulticurrency Facilities.
(b) Subject to subsection (c) below, each UK Facility Each Multicurrency Facilities Borrower guarantees to the UK Facility Multicurrency Facilities Lenders the payment in full of all of the Obligations of the other UK Facility Multicurrency Facilities Borrowers to the UK Facility Multicurrency Facilities Lenders in respect of UK Facility Multicurrency Facilities and further guarantees the due performance by each other UK Facility Multicurrency Facilities Borrower of its respective duties and covenants made in favor of the UK Facility Agent and the UK Facility Multicurrency Facilities Lenders hereunder. Each UK Facility Multicurrency Facilities Borrower agrees that the joint and several liability of the UK Facility Multicurrency Facilities Borrowers shall not be impaired or affected by any modification, supplement, extension or amendment of any contract or agreement to which the parties thereto may hereafter agree, nor by any modification, release or other alteration of any of the rights of the UK Facility Agent and the UK Facility Multicurrency Facilities Lenders with respect to any collateral, nor by any delay, extension of time, renewal, compromise or other indulgence granted by the UK Facility Agent and the UK Facility Multicurrency Facilities Lenders with respect to any of the Obligations, nor by any other agreements or arrangements whatever with any other UK Facility Multicurrency Facilities Borrower, any guarantor or any other Person, each UK Facility Multicurrency Facilities Borrower hereby waiving all notice of any such delay, extension, release, substitution, renewal, compromise or other indulgence, and hereby consenting to be bound thereby as fully and effectually as if it had expressly agreed thereto in advance. The liability of each UK Facility Multicurrency Facilities Borrower hereunder is direct and unconditional as to all of thethe Obligations hereunder in respect of the Multicurrency Facilities, and may be enforced without requiring the Agent or the Multicurrency Facilities Lenders first to resort to any other right, remedy or security; no Multicurrency Facilities Borrower shall have any right of subrogation, reimbursement or indemnity whatsoever, nor any right of recourse to security for any of the Obligations in respect of the Multicurrency Facilities, unless and until all of said Obligations have been paid in full.
Appears in 1 contract
Sources: Revolving Credit and Reimbursement Agreement (Tech Data Corp)
One Loan. (a) Subject to subsection (c) below, all UK Facility Loans, Reimbursement Obligations arising from Bank Guarantees All Domestic Loans and UK Facility Domestic Advances by the UK Facility Multicurrency Facilities Lenders to any UK Facility Multicurrency Facilities Borrower shall constitute the joint and several general obligation of each of the UK Facility Multicurrency Facilities Borrowers. Each UK Facility Multicurrency Facilities Borrower shall be jointly and severally liable to the UK Facility Agent and the UK Facility Multicurrency Facilities Lenders for all Obligations hereunder in respect of the UK FacilityMulticurrency Facilities , regardless of whether such Obligations arise as a result of UK Facility Domestic Advances to such Borrower, it being stipulated and agreed that UK Facility Domestic Advances hereunder to any UK Facility Multicurrency Facilities Borrower inure to the benefit of each of the UK Facility Borrowers, and that the UK Facility Multicurrency Facilities Lenders are relying on the joint and several liability of the UK Facility Multicurrency Facilities Borrowers in extending credit under the UK FacilityMulticurrency Facilities.
(b) Subject to subsection (c) below, each UK Facility Each Multicurrency Facilities Borrower guarantees to the UK Facility Multicurrency Facilities Lenders the payment in full of all of the Obligations of the other UK Facility Multicurrency Facilities Borrowers to the UK Facility Multicurrency Facilities Lenders in respect of UK Facility Multicurrency Facilities and further guarantees the due performance by each other UK Facility Multicurrency Facilities Borrower of its respective duties and covenants made in favor of the UK Facility Agent and the UK Facility Multicurrency Facilities Lenders hereunder. Each UK Facility Multicurrency Facilities Borrower agrees that the joint and several liability of the UK Facility Multicurrency Facilities Borrowers shall not be impaired or affected by any modification, supplement, extension or amendment of any contract or agreement to which the parties thereto may hereafter agree, nor by any modification, release or other alteration of any of the rights of the UK Facility Agent and the UK Facility Multicurrency Facilities Lenders with respect to any collateral, nor by any delay, extension of time, renewal, compromise or other indulgence granted by the UK Facility Agent and the UK Facility Multicurrency Facilities Lenders with respect to any of the Obligations, nor by any other agreements or arrangements whatever with any other UK Facility Multicurrency Facilities Borrower, any and guarantor or any other Person, each UK Facility Multicurrency Facilities Borrower hereby waiving all notice of any such delay, extension, release, substitution, renewal, compromise or other indulgence, and hereby consenting to be bound thereby as fully and effectually as if it had expressly agreed thereto in advance. The liability of each UK Facility Multicurrency Facilities Borrower hereunder is direct and unconditional as to all of thethe Obligations hereunder in respect of the Multicurrency Facilities, and may be enforced without requiring the Agent or the Multicurrency Facilities Lenders first to resort to any other right, remedy or security; no Multicurrency Facilities Borrower shall have any right of subrogation, reimbursement or indemnity whatsoever, nor any right of recourse to security for any of the Obligations in respect of the Multicurrency Facilities, unless and until all of said Obligations have been paid in full.
Appears in 1 contract
Sources: Revolving Credit and Reimbursement Agreement (Tech Data Corp)
One Loan. (a) Subject to subsection (c) below, all UK Facility Loans, Reimbursement Obligations arising from Bank Guarantees Loans and UK Facility Advances by the UK Facility Lenders to any UK Facility Borrower shall constitute the joint and several general obligation of each of the UK Facility Borrowers. Each UK Facility Borrower shall be jointly and severally liable to the UK Facility Agent and the UK Facility Lenders for all Obligations hereunder in respect of the UK Facility, regardless of whether such Obligations arise as a result of UK Facility Advances to such Borrower, it being stipulated and agreed that UK Facility Advances hereunder to any UK Facility Borrower inure to the benefit of each of the UK Facility Borrowers, and that the UK Facility Lenders are relying on the joint and several liability of the UK Facility Borrowers in extending credit under the UK Facility.
(b) Subject to subsection (c) below, each UK Facility Borrower guarantees to the UK Facility Lenders the payment in full of all of the Obligations of the other UK Facility Borrowers to the UK Facility Lenders in respect of UK Facility and further guarantees the due performance by each other UK Facility Borrower of its respective duties and covenants made in favor of the UK Facility Agent and the UK Facility Lenders hereunder. Each UK Facility Borrower agrees that the joint and several liability of the UK Facility Borrowers shall not be impaired or affected by any modification, supplement, extension or amendment of any contract or agreement to which the parties thereto may hereafter agree, nor by any modification, release or other alteration of any of the rights of the UK Facility Agent and the UK Facility Lenders with respect to any collateral, nor by any delay, extension of time, renewal, compromise or other indulgence granted by the UK Facility Agent and the UK Facility Lenders with respect to any of the Obligations, nor by any other agreements or arrangements whatever with any other UK Facility Borrower, any guarantor or any other Person, each UK Facility Borrower hereby waiving all notice of any such delay, extension, release, substitution, renewal, compromise or other indulgence, and hereby consenting to be bound thereby as fully and effectually as if it had expressly agreed thereto in advance. The liability of each UK Facility Borrower hereunder is direct and unconditional as to all of thethe Obligations hereunder in respect of the UK Facility, and may be enforced without requiring the UK Facility Agent or the UK Facility Lenders first to resort to any other right, remedy or security; no UK Facility Borrower shall have any right of subrogation, reimbursement or indemnity whatsoever, nor any right of recourse to security for any of the Obligations in respect of the UK Facility, unless and until all of said Obligations have been paid in full.
(c) Notwithstanding subsections (a) and (b) above, the joint and several liability of each UK Facility Borrower for, and its obligation to guarantee payment of all Obligations of, the other UK Facility Borrowers in respect of the UK Facility shall not at any time exceed its UK Facility Maximum Amount.
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