Reaffirmation. Each of Obligors, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan Documents, hereby ratifies and reaffirms all of its Obligations, contingent or otherwise, under each of the Loan Documents to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respects.
Appears in 4 contracts
Samples: Loan Documents (Zygo Corp), Zygo Corp, Zygo Corp
Reaffirmation. (a) Each of Obligorsthe Reaffirming Parties (i) hereby acknowledges receipt of a copy of the Credit Agreement and consents to the Credit Agreement and the transactions contemplated thereby (including the Transactions) (ii) without limiting its obligations under, or the provisions of, the Subsidiary Guaranty, hereby confirms its respective guarantees, as makerapplicable, debtorunder the Subsidiary Guaranty, grantor, pledgor, assignor, obligor(iii) without limiting its obligations under, or the provisions of, the Security Agreement or the Pledge Agreement, hereby confirms its respective assignments, pledges and grants of security interests, as applicable, under the Security Agreement, the Pledge Agreement and each of the other Loan Documents to which it is party, (iv) without limiting its obligations under, or the provisions of, any Loan Document, hereby confirms that the obligations of the Borrower under the Credit Agreement are entitled to the benefits of the guarantees and the security interests set forth or created in the Guarantee Agreement, the Security Agreement, the Pledge Agreement and the other Loan Documents and constitute “Obligations,” “Guaranteed Obligations,” “Secured Obligations” or other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any terms, as applicable, for purposes thereof, (v) hereby agrees that, notwithstanding the effectiveness of the Loan DocumentsCredit Agreement and the Transactions, such guarantees, and pledges and grants of security interests, as applicable, shall continue to be in full force and effect and shall continue to apply to the Credit Agreement and to continue to inure to the benefit of the Lenders and the other Secured Parties, (vi) hereby ratifies and reaffirms confirms its prior grant of Liens pursuant to the Loan Documents and that all of its ObligationsLiens granted, contingent conveyed, or otherwiseassigned to the Administrative Agent by such Person pursuant to any Loan Document to which it is a party remain in full force and effect after giving effect to the Credit Agreement, under each are not released or reduced, and continue to secure full payment and performance of the obligations under the Credit Agreement and (vii) agrees that the Subsidiary Guaranty, the Security Agreement, the Pledge Agreement and the other Loan Documents to which it is a party and, are and shall continue to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains be in full force and effect, continues to apply to are hereby in all respects ratified and confirmed and that the Obligationsterms and conditions thereof shall remain unchanged except as contemplated by this Agreement (such consents, includingconfirmations and agreements, but not limited tocollectively, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only“Reaffirmation”), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respects.
Appears in 3 contracts
Samples: Ratification Agreement (Integra Lifesciences Holdings Corp), Ratification Agreement (Integra Lifesciences Holdings Corp), Ratification Agreement (Integra Lifesciences Holdings Corp)
Reaffirmation. Each of ObligorsBy executing and delivering a counterpart hereof, (i) each Credit Party hereby agrees that, as makerof the Second Amendment Effective Date and after giving effect to this Second Amendment, debtorall Obligations of the Borrower shall be guaranteed pursuant to the Guarantee in accordance with the terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) each Credit Party hereby (A) agrees that, grantornotwithstanding the effectiveness of this Second Amendment, pledgoras of the Second Amendment Effective Date and after giving effect to this Second Amendment, assignorthe Security Documents continue to be in full force and effect, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or (B) agrees as of the Second Amendment Effective Date that all of the Liens and security interests in its properties under any of the Loan Documents, hereby ratifies created and reaffirms all of its Obligations, contingent or otherwise, arising under each Security Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its Obligations under the Loan Credit Documents (as modified hereby) to which it is a party andparty, in each case, to the extent it granted liens on or security interests in any provided in, and subject to the limitations and qualifications set forth in, such Credit Documents (as amended by this Second Amendment) and (C) as of the Second Amendment Effective Date affirms and confirms all of its properties pursuant to any Loan Document as security for the Obligations obligations and liabilities under or with respect to the Credit Agreement (as modified hereby) and the each other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, Credit Document (including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amendedthis Second Amendment), in each case after giving effect to this Second Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as if each reference in such Loan Document Collateral pursuant to the obligations secured thereby are construed Security Documents to hereafter mean secure such Obligations, all as provided in the Security Documents, and refer acknowledges and agrees that as of the Second Amendment Effective Date such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement (as modified hereby) and the other Loan Credit Documents, as hereby amended. Each in each case after giving effect to this Second Amendment; and (iii) each Guarantor agrees that nothing in the Credit Agreement, this Second Amendment or any other Credit Document shall be deemed to require the consent of Obligors acknowledges that each of the Loan Documents such Guarantor to which it is a party remains in full force and effect, continues to apply any future amendment to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respectsAgreement.
Appears in 2 contracts
Samples: Credit Agreement, Credit Agreement (Vistra Energy Corp)
Reaffirmation. Each of Obligors, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan DocumentsParties hereby consents to the amendment of the Credit Agreement described in Section 1 of this Amendment and hereby confirms its respective obligations, hereby ratifies and reaffirms all of its Obligations, contingent or otherwiseas applicable, under and subject to the terms of each of the Loan Documents to which it is party, and confirms, agrees and acknowledges that, notwithstanding the consummation of this Amendment, such obligations, and the terms of each of the Loan Documents to which it is a party andparty, to the extent it granted liens on except as expressly modified by this Amendment, are not affected or security interests impaired in any of its properties pursuant manner whatsoever and shall continue to any Loan Document as security for the Obligations under or with respect to the Credit Agreement be in full force and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amendedeffect. Each of Obligors acknowledges that each the Loan Parties hereby further confirms its respective prior pledges and grants of security interests under and subject to the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amendedparty, and is hereby ratified confirms, agrees and confirmed. The execution acknowledges that, notwithstanding the consummation of this Agreement shall Amendment, such prior guarantees, pledges, and grants of security interests are not operate as a novation, waiver of affected or impaired in any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, manner whatsoever and shall continue to be, be in full force and effect and shall also guarantee and secure all obligations as amended and reaffirmed pursuant to the Credit Agreement and this Amendment. Each of the Loan Parties confirms, acknowledges and agrees that the 2020 Term A Lenders are “Lenders” and “Secured Parties” for all purposes under the Loan Documents. For the avoidance of doubt, each Loan Party hereby confirmed, reaffirmed reaffirms the provisions of Section 2.1 of the Security Agreement and ratified agrees that all references in all respectsthe Security Agreement to the “Secured Obligations” shall include the 2020 Term A Loans.
Appears in 2 contracts
Reaffirmation. Each By executing and delivering a counterpart hereof, (i) each Borrower hereby agrees that all Loans incurred by the Borrowers (including, without limitation, the 2013 New First-Lien Term Loans incurred by the US Borrower, the 2013 Converted Existing First-Lien Term Loans and the 2013 Converted Extended First-Lien Term Loans incurred pursuant to the 2013 Term Loan Conversion) and all Revolving Credit Exposure (including, without limitation, Revolving Credit Exposure incurred pursuant to the 2013 Extended Revolving Credit Commitments) shall be guaranteed pursuant to the First-Lien Guarantee and Collateral Agreement (as amended hereby) in accordance with the terms and provisions thereof and shall be secured pursuant to the First-Lien Security Documents (as amended hereby) in accordance with the terms and provisions thereof and (ii) each Borrower and each other Loan Party hereby (A) agrees that, notwithstanding the effectiveness of Obligorsthis Second Amendment, as makerafter giving effect to this Second Amendment, debtor, grantor, pledgor, assignor, obligor, or the First-Lien Security Documents continue to be in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan Documents, hereby ratifies full force and reaffirms effect and (B) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Loan Document (including the 2013 New First-Lien Term Loans, the 2013 Converted Existing First-Lien Term Loans, the 2013 Converted Extended First-Lien Term Loans and the Revolving Credit Exposure related to the 2013 Extended Revolving Credit Commitments), in each case after giving effect to this Second Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Security Documents (as amended hereby) to secure such Obligations, contingent or otherwiseall as provided in the Security Documents (as amended hereby), under each of the Loan Documents and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to which it is a party andsecure, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the such Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document after giving effect to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respectsSecond Amendment.
Appears in 2 contracts
Samples: Guarantee and Collateral Agreement (Univision Holdings, Inc.), Guarantee and Collateral Agreement (Univision Holdings, Inc.)
Reaffirmation. Each In connection with the execution and delivery of Obligorsthis Amendment, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests (i) each of the undersigned Guarantors (in its properties under any of capacity as a Guarantor and as a Grantor) (a) hereby consents to this Amendment and the Loan Documentstransactions and modifications contemplated thereby, (b) hereby ratifies and reaffirms all of its Obligationspayment and performance obligations, contingent or otherwise, if any, under each of the Loan Documents to which it is a party and, and (c) to the extent such Guarantor guaranteed the Obligations or any portion thereof, hereby ratifies and reaffirms such guaranties and (ii) each of the undersigned Loan Parties reaffirms each Lien, if any, it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect Guarantee and Collateral Agreement and the other Security Documents to the Collateral Agent, which shall continue in full force and effect during the term of the Credit Agreement and any amendments, amendments and restatements, supplements or other modifications thereof, and shall continue to secure the Obligations, on and subject to the terms and conditions set forth in the Credit Agreement, the Guarantee and Collateral Agreement and the other Loan Documents. Without limiting the foregoing each Grantor hereby confirms that the Guarantee and Collateral Agreement and all other Security Documents, hereby ratifies and reaffirms such grant all Collateral encumbered thereby or pursuant thereto continue to guarantee or secure, as the case may be, to the fullest extent possible in accordance with the applicable Security Documents, the payment and performance of liens all Obligations, subject, however, in each case, to the limitations set forth herein and security interests and confirms therein, as applicable. Each Guarantor acknowledges and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each any of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall otherwise bound continue to be, in full force and effect and that all of its obligations thereunder continue to be valid and enforceable, shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Guarantor represents and warrants, as to itself only, that all representations and warranties contained in the Guarantee and Collateral Agreement are hereby confirmed, reaffirmed true and ratified correct in all respectsmaterial respects on and as of the date hereof to the same extent as though made on and as of the date hereof, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true and correct in all material respects on and as of such earlier date. For the purposes of this Section 2.2, the terms “Collateral” and “Obligations” shall have the meanings ascribed to such terms in the Guarantee and Collateral Agreement.
Appears in 2 contracts
Samples: Intercreditor Agreement (Atkore International Group Inc.), Credit Agreement (Atkore International Group Inc.)
Reaffirmation. The execution and delivery of this Amendment shall not operate as a waiver of any right, power or remedy of the Lenders, constitute a waiver of any provision of the Facility Agreement or any other Loan Document or serve to effect a novation of the obligations (including the Obligations). Each of Obligorsthe Borrower and the Guarantors, as makerissuer, debtor, grantor, pledgor, mortgagor, guarantor or assignor, obligor, or in other any other similar capacity in which it incurs obligations to Lender or such Person grants liens Liens or security interests in its properties under any of property or otherwise acts as accommodation party or guarantor, as the Loan Documentscase may be, hereby (i) acknowledges and agrees that it has reviewed this Amendment, (ii) ratifies and reaffirms all of its Obligationsobligations, contingent or otherwise, under each of the Loan Documents (as amended hereby) to which it is a party and(after giving effect hereto), and (iii) to the extent it such Person granted liens Liens on or security interests in any of its properties property pursuant to any such Loan Document as security for or otherwise guaranteed the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such guarantee and grant of liens and security interests and Liens and confirms and agrees that such liens and security interests and Liens hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, (as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amendedamended hereby). Each of Obligors the Borrower and the Guarantors hereby consents to this Amendment and acknowledges that this Amendment is a Loan Document and that each of the Loan Documents to which it is a party (as amended hereby) remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are is hereby confirmedratified and reaffirmed. Neither this Amendment nor any prior amendment of any of the Loan Documents shall be construed or deemed to be a satisfaction, reaffirmed and ratified in all respectsnovation, cure, modification, amendment or release of the Obligations, the Facility Agreement or any of the other Loan Documents or establish a course of conduct with respect to future requests for amendments, modifications or consents.
Appears in 2 contracts
Samples: Facility Agreement (Neos Therapeutics, Inc.), Facility Agreement (Neos Therapeutics, Inc.)
Reaffirmation. (a) Each of Obligorsthe Reaffirming Parties (i) hereby acknowledges receipt of a copy of the Credit Agreement and consents to the Credit Agreement and the transactions contemplated thereby, including the Transactions, (ii) without limiting its obligations under, or the provisions of, the Guarantee Agreement, hereby confirms its respective guarantees, as makerapplicable, debtorunder the Guarantee Agreement, grantor, pledgor, assignor, obligor(iii) without limiting its obligations under, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan Documentsprovisions of, the Collateral Agreement, hereby ratifies confirms its respective assignments, pledges and reaffirms all grants of its Obligationssecurity interests, contingent or otherwiseas applicable, under the Collateral Agreement and each of the other Loan Documents to which it is a party andparty, (iv) without limiting its obligations under, or the provisions of, any Loan Document, hereby confirms that the obligations of the Borrower under the Credit Agreement are entitled to the extent it granted liens on or benefits of the guarantees and the security interests set forth or created in any the Guarantee Agreement, the Collateral Agreement and the other Loan Documents and constitute “Obligations”, “Loan Document Obligations”, “Secured Obligations” or other similar term for purposes thereof, (v) hereby agrees that, notwithstanding the effectiveness of its properties the Credit Agreement and the Transactions, such guarantees, and pledges and grants of security interests, as applicable, shall continue to be in full force and effect and shall continue to inure to the benefit of the Lenders and the other Secured Parties and (vi) hereby ratifies and confirms that all Liens granted, conveyed, or assigned to the Administrative Agent by such Person pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains remain in full force and effect, continues are not released or reduced, and continue to apply to secure full payment and performance of the Obligationsobligations under the Credit Agreement (such consents, includingconfirmations and agreements, but not limited tocollectively, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only“Reaffirmation”), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respects.
Appears in 2 contracts
Samples: Credit Agreement (Virtu Financial, Inc.), Credit Agreement (Virtu Financial, Inc.)
Reaffirmation. Each of ObligorsLoan Party, as maker, debtor, grantor, mortgagor, pledgor, guarantor, assignor, obligor, or in other similar capacity capacities in which it incurs obligations to Lender or such Person grants liens or security interests in its properties or otherwise acts as an accommodation party or guarantor, as the case may be, in any case under any of the Existing Loan Documents, hereby ratifies and reaffirms all of its Obligationspayment, performance and observance obligations, contingent or otherwise, under each of the Existing Loan Documents to which it is a party Document and, to the extent it such Person granted liens on or security interests in any of its properties pursuant to any such Existing Loan Document as security for the Obligations Borrower’s obligations under or with respect to the Credit Agreement and the other Financing Agreement, or its own obligations arising under any Existing Loan DocumentsDocument, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including including, without limitation, all additional Obligations resulting from the Obligations arising under the Revolving Credit Facility, as hereby amendedFinancing Agreement, in each case as if each reference in such Existing Loan Document Documents to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under after giving effect to the Credit Agreement and other Loan Documents, as hereby amendedFinancing Agreement. Each of Obligors the Loan Parties hereby consents to the terms and conditions of the Financing Agreement (including, without limitation, all additional Obligations resulting from the Financing Agreement), subject to the limitations, if any, set forth therein. Each of the Loan Parties acknowledges that each of the Existing Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, effect and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender the Administrative Agent or the Lenders, nor constitute a waiver of any provision of any of the Existing Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respects.
Appears in 2 contracts
Samples: Financing Agreement (Body Central Acquisition Corp), Financing Agreement (Body Central Acquisition Corp)
Reaffirmation. Each of ObligorsThe Borrowers and other Loan Parties, as makerguarantors, debtordebtors, grantorgrantors, pledgorpledgors, assignor, obligorassignors, or in other similar capacity capacities in which it incurs obligations to Lender or grants such parties guarantee the Obligations, grant liens or security interests in its their properties or otherwise act as accommodation parties, as the case may be, in any case under any of the Loan Documents, hereby each ratifies and reaffirms all of its Obligationspayment and performance obligations, contingent or otherwise, affirmative or negative, under each of the such existing Loan Documents to which it is a party and, to the extent it such party granted liens on or security interests in any of its properties pursuant to any such existing Loan Document Documents as security for the Obligations Borrowers' obligations under or with respect to the Credit Agreement and the other Loan DocumentsAgreement, each hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such existing Loan Document Documents to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, Documents as hereby amended. Each of Obligors the foregoing hereby acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, effect and is hereby ratified and confirmed. The execution of this Agreement Amendment shall not operate as a novation, waiver of any right, power or remedy of Agent or any Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms The Loan Parties confirm and agrees agree that the Agreement and the other Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions provision set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respects.
Appears in 1 contract
Reaffirmation. Each of ObligorsThe Borrower hereby (a) agrees that, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any notwithstanding the occurrence of the Loan DocumentsFirst Amendment Effective Date, hereby ratifies and reaffirms all of its Obligations, contingent or otherwise, under each of the Loan Documents to which it is a party andguarantees, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Security Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited toNegative Pledge Agreement, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall Borrower DACA continue to be, be in full force and effect and are not impaired or adversely affected in any manner whatsoever, (b) confirms its guarantee of the Obligations and its grant of a security interest in its assets as Collateral therefor, all as provided in the Loan Documents as originally executed and (c) acknowledges that such guarantee and grant continues in full force and effect in respect of, and to secure, the Obligations under the Amended Agreement and the other Loan Documents. In furtherance of the foregoing, the Borrower does hereby confirmed, reaffirmed and ratified grant to the Collateral Agent a security interest in all respectscollateral described in the Amended Agreement and any other Loan Document as security for the Obligations, as amended, restated, increased and/or extended pursuant to this Amendment. (i) The Guarantors hereby (a) agree that, notwithstanding the occurrence of the First Amendment Effective Date, each of the guarantees, the Security Agreement and each of the Negative Pledge Agreement, the Mezz DACA continue to be in full force and effect and are not impaired or adversely affected in any manner whatsoever, (b) confirms its guarantee of the Obligations and its grant of a security interest in its assets as Collateral therefor, all as provided in the Loan Documents as originally executed and (c) acknowledges that such guarantee and grant continues in full force and effect in respect of, and to secure, the Obligations under the Amended Agreement and the other Loan Documents. In furtherance of the foregoing, each Guarantor does hereby grant to the Collateral Agent a security interest in all collateral described in the Amended Agreement and any other Loan Document as security for the Obligations, as amended, restated, increased and/or extended pursuant to this Amendment.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Ares Commercial Real Estate Corp)
Reaffirmation. Each By executing and delivering a counterpart hereof, (i) Borrower hereby agrees that all Advances incurred by Xxxxxxxx shall be secured by the Collateral pursuant to the applicable Loan Documents in accordance with the terms and provisions thereof and (ii) Borrower hereby (A) agrees that, notwithstanding the effectiveness of Obligorsthis Amendment, after giving effect to this Amendment, the Loan Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as makercollateral security for its obligations, debtorliabilities and indebtedness under the Loan Agreement to the extent provided in, grantorand subject to the limitations and qualifications set forth in, pledgorsuch Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, assignorliabilities and indebtedness under the Loan Agreement and each other Loan Document, obligorin each case after giving effect to this Amendment, or in other similar capacity in which it incurs obligations to Lender or grants liens or including the pledge of and/or grant of a security interests interest in its properties under any of assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, hereby ratifies and reaffirms all of its Obligationsacknowledges and agrees that such obligations, contingent or otherwiseliabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under each of the Loan Documents to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, Documents (as hereby amendedamended by this Amendment). Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respects[Signature Page Follows.] ny-2659054
Appears in 1 contract
Samples: Loan and Security Agreement (Replimune Group, Inc.)
Reaffirmation. Each Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of Obligorsor otherwise affect the rights and remedies of the Lenders, the Collateral Trustee or the Administrative Agents under the Existing Credit Agreement as makeramended by this Amendment or under any other Loan Document and shall not alter, debtormodify, grantor, pledgor, assignor, obligor, amend or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement as amended by this Amendment, or of any other Loan DocumentsDocument, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Each of the New Borrower and each other Loan Party party hereto hereby (a) ratifies and reaffirms all of affirms its Obligations, contingent or otherwise, obligations under the Amended Credit Agreement and each of the Loan Documents Document to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amendedparty, in each case as if amended by this Amendment (and, in the case of the Guarantees, each reference in such Loan Document to Guarantor (including the Original Borrower) hereby confirms and ratifies its continuing unconditional obligations secured thereby are construed to hereafter mean and refer to such Obligations as a Guarantor under the Credit Agreement applicable Guarantee with respect to all Guaranteed Obligations thereunder (including, for the avoidance of doubt, the Term Loans made on the Amendment Effective Date), (b) ratifies and other Loan Documents, as hereby amended. Each affirms all Liens on the Collateral which have been granted by it for the benefit of Obligors acknowledges that each of the Secured Parties pursuant to the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms (c) acknowledges and agrees that the grants of security interests by the Loan Parties contained in the Collateral Agreement and the other Security Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to beremain, in full force and effect and are hereby confirmedimmediately after giving effect to this Amendment and, reaffirmed and ratified in each case, shall continue to secure the payment of all respectsObligations (including, for the avoidance of doubt, the Term Loans made on the Amendment Effective Date).
Appears in 1 contract
Reaffirmation. Each of Obligors, the Loan Parties as maker, debtor, grantor, mortgagor, pledgor, guarantor, assignor, obligor, or in other any other similar capacity in which it incurs obligations to Lender or such Loan Party grants liens or security interests in its properties under any of property or otherwise acts as accommodation party, guarantor or indemnitor, as the Loan Documentscase may be, hereby (i) ratifies and reaffirms all of its Obligationspayment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party and, (after giving effect hereto) and (ii) to the extent it such Loan Party granted liens on or security interests in any of its properties property pursuant to any such Loan Document as security for or otherwise guaranteed the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such guarantee and grant of liens and security interests and liens and confirms and agrees that such liens guarantee includes, and such security interests and liens hereafter secure secure, all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amendedamended hereby. Each of Obligors the Loan Parties hereby consents to this Agreement and acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, effect and is hereby ratified and confirmedreaffirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor the Agent or Lenders, constitute a waiver of any provision of any of the Loan DocumentsDocuments or serve to effect a novation of the Obligations. Except as amended or consented to hereby, except as expressly set forth herein the Credit Agreement and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the other Loan Documents remain unmodified and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect effect. Each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Credit Agreement, and are hereby confirmedeach reference to the “Credit Agreement”, reaffirmed “thereunder”, “thereof”, “therein” or words of like import referring to the Credit Agreement in any other Loan Document shall mean and ratified in all respectsbe a reference to the Amended Credit Agreement. This Agreement shall constitute a “Loan Document” for purposes of the Amended Credit Agreement.
Appears in 1 contract
Reaffirmation. Each of Obligors, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations Loan Party (a) consents to Lender or grants liens or security interests in its properties under any the amendments of the Term Loan DocumentsAgreement as set forth herein; (b) acknowledges, hereby ratifies and reaffirms all its obligations and other Indebtedness owing to the Secured Parties under any Loan Document to which it is a party, including the Guaranty of its Obligations, contingent or otherwise, under the Term Loans (including the Early Delayed Draw Term Loan) by each Guarantor; (c) agrees that each of the provisions of the Loan Documents to which it is a party (as amended by this Amendment), and each right and remedy of the Secured Parties thereunder, is and shall remain in full force and effect; and (d) reaffirms, acknowledges, agrees and confirms that it has granted to the Agent a validly created, enforceable and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for required by the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and perfected security interests and confirms and agrees that such liens and security interests hereafter interest in the Collateral in which it has an interest in order to secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean its present and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of future Indebtedness evidenced by the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amendedparty, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms acknowledges and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein aresecurity interest, and shall all Collateral heretofore pledged as security for the Obligations and for such Indebtedness, continue to be, be and remain in full force and effect on and after the date hereof. Without limiting the generality of the foregoing, each of the undersigned hereby ratifies and reaffirms each and every provision set forth in the Amended Term Loan Agreement and the other Loan Documents to which it is a party effective as of the date hereof. Subject to the terms of the Amended Term Loan Agreement and other Loan Documents, all Indebtedness of any of the undersigned that is evidenced by any of the Loan Documents are hereby confirmedunconditionally owing by such Person to the Secured Parties, reaffirmed and ratified without offset, defense, withholding, counterclaim or deduction of any kind, nature or description whatsoever, except to the extent provided to the contrary in all respectsthe Loan Documents.
Appears in 1 contract
Reaffirmation. Each Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of Obligorsor otherwise affect the rights and remedies of the Lenders, the Collateral Trustee or the Administrative Agent under the Existing Credit Agreement as makeramended by this Amendment or under any other Loan Document and shall not alter, debtormodify, grantor, pledgor, assignor, obligor, amend or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement as amended by this Amendment, or of any other Loan DocumentsDocument, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Each of the Borrower and each other Loan Party party hereto hereby (a) ratifies and reaffirms all of affirms its Obligations, contingent or otherwise, obligations under the Amended Credit Agreement and each of the Loan Documents Document to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amendedparty, in each case as if amended by this Amendment (and, in the case of the Guarantees, each reference in such Loan Document Guarantor hereby confirms and ratifies its continuing unconditional obligations as a Guarantor under the applicable Guarantee with respect to all Guaranteed Obligations thereunder (including, for the avoidance of doubt, the Revolving Credit Loans made pursuant to the obligations secured thereby are construed New Revolving Credit Commitments made on or after the Amendment Effective Date), (b) ratifies and affirms all Liens on the Collateral which have been granted by it for the benefit of the Secured Parties pursuant to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms (c) acknowledges and agrees that the grants of security interests by the Loan Parties contained in the Collateral Agreement and the other Security Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to beremain, in full force and effect and are hereby confirmedimmediately after giving effect to this Amendment and, reaffirmed and ratified in each case, shall continue to secure the payment of all respectsObligations (including, for the avoidance of doubt, the Revolving Credit Loans made pursuant to the New Revolving Credit Commitments made on or after the Amendment Effective Date).
Appears in 1 contract
Reaffirmation. Each Loan Party hereto expressly acknowledges the terms of Obligorsthis Amendment and reaffirms, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan Documentsdate hereof and on the Amendment No. 2 Effective Date, hereby ratifies and reaffirms all of that its Obligations, contingent or otherwise, under each guarantee of the Loan Documents Obligations and its grant of Liens on and security interest in the Collateral to secure the Obligations pursuant to each Collateral Document to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amendedparty, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documentscase, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply effect on a continuous basis and extends to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any obligations of the Loan Documents, except Parties under the Loan Documents (including the Credit Agreement as expressly amended by this Amendment) subject to any limitations set forth herein out in the Credit Agreement (as so amended) and shall be limited any other Loan Document applicable to the particular instance expressly set forththat Loan Party. Each of Obligors confirms and Loan Party agrees that the Obligations include, among other things and without limitation, the prompt and complete payment and performance by the Borrower when due and payable (whether at the stated maturity, by acceleration or otherwise) of principal and interest on, and premium (if any) on, the applicable Loans under the Amended Credit Agreement and that the Obligations under the Amended Credit Agreement are included in the “Secured Obligations” (as defined in the Guarantee and Collateral Agreement and the other Collateral Documents). Neither the execution, delivery, performance or effectiveness of this Amendment nor the modification of the Credit Agreement effected pursuant hereto: (i) impairs the validity, effectiveness or priority of the Liens or security interests granted pursuant to any Loan Documents Document, and each such Liens and every covenantsecurity interests continue unimpaired with the same priority to secure repayment of all Obligations, condition, obligation, representation whether heretofore or hereafter incurred; or (except those representations which relate only ii) requires that any new filings be made or other action be taken to a specific date, which are confirmed as perfect or to maintain the perfection of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respectsLiens or security interests.
Appears in 1 contract
Samples: Credit Agreement (Allison Transmission Holdings Inc)
Reaffirmation. Each of Obligors, the Loan Parties as maker, debtor, grantor, mortgagor, pledgor, guarantor, assignor, obligor, or in other any other similar capacity in which it incurs obligations to Lender such Loan Party guarantees, pledges, grants a hypothec, or grants liens or other security interests in its properties under any property or otherwise acts as accommodation party, indemnitor or guarantor, as the case may be, hereby (a) consents to the amendment and restatement of the Loan Existing Credit Agreement effected hereby and (b) (i) acknowledges, ratifies and confirms that all Obligations, including Obligations under the Other Principal Documents, hereby constitute valid and existing “Obligations” under the Amended Credit Agreement, (ii) ratifies and reaffirms all of its Obligationspayment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party and(after giving effect hereto), which shall accordingly continue in full force and effect, and (iii) to the extent it such Loan Party granted liens on or any other security interests in any of its properties property pursuant to any such Loan Document as security for or has otherwise guaranteed the Obligations Obligations, as applicable to such Loan Party, under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such guarantee and grant of liens and security interests and liens and confirms and agrees that such liens and security interests and liens hereafter secure all of the Obligations and such guarantee guarantees all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facilityas applicable to such Loan Party, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amendedamended hereby. Each of Obligors the Loan Parties hereby consents to this Agreement and acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, effect and is hereby ratified and confirmedreaffirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor Administrative Agent or Lenders, constitute a waiver of any provision of any of the Loan DocumentsDocuments or serve to effect a novation of the Obligations. Without limiting the generality of the foregoing, except each Loan Party further agrees (A) that any reference to “Obligations” contained in any Loan Documents shall include, without limitation, the “Obligations” as expressly set forth herein such term is defined in the Amended Credit Agreement and (B) that the related guarantees and grants of security contained in such Security Documents shall be limited include and extend to such Obligations, as applicable to such Loan Party. Furthermore, each of the parties to the particular instance expressly set forth. Each Dutch Security Documents hereby confirms that at the time of Obligors confirms the entering into such security document it was its intention (and agrees it still is its intention and agreement) that the Loan security rights created pursuant to the Dutch Security Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in secures all respectsObligations under the Amended Credit Agreement.
Appears in 1 contract
Samples: Amendment Agreement (Hexion Inc.)
Reaffirmation. Each Other than as expressly provided in this Agreement, the execution and delivery of Obligorsthis Agreement shall not operate as a waiver of any right, power or remedy of the Lenders, constitute a waiver of any provision of the Facility Agreement, the Existing FA Note, any other Transaction Documents (as currently in effect) or any other document executed in connection therewith or serve to effect a novation of the obligations thereunder. The Borrower, as makerissuer, debtor, grantor, pledgorxxxxxxx, mortgagor, guarantor or assignor, obligor, or in other any other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan Documentsproperty hereby (i) acknowledges and agrees that it has reviewed this Agreement, hereby (ii) ratifies and reaffirms all of its Obligationsobligations, contingent or otherwise, under each of the Loan Documents to which it is a party andTransaction Documents, and (iii) to the extent it the Borrower granted liens Liens on or security interests in any of its properties property pursuant to any Loan such Transaction Document as security for the Obligations (as defined in the Facility Agreement) under or with respect to the Credit Agreement and the other Loan Transaction Documents, hereby ratifies and reaffirms such grant of liens and security interests and Liens as provided in the Transaction Documents and confirms and agrees that such liens and security interests hereafter and Liens continue to secure all of the Obligationscurrently outstanding or future Obligations (as amended hereby) on the terms and conditions of the Transactions Documents (for the avoidance of doubt as amended as of the date of this Agreement (including as provided in this Agreement)). The Borrower hereby consents to this Agreement and acknowledges that this Agreement, including without limitationeach December 2019 Note, the Obligations arising under A&R Senior Secured Convertible Note and each document or agreement executed and delivered pursuant to, or in connection with, the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan execution and delivery of this Agreement is a Transaction Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effectother Transaction Documents, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility each as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate amended as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except Effective Date (including as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date onlyprovided in this Agreement), warranty and provisions set forth therein are, and shall continue to be, remains in full force and effect and are is hereby confirmedratified and reaffirmed; provided that, reaffirmed nothing in this Section 7.15 shall obligate the Borrower to restate, or be considered to be a restatement of, the representations of the Borrower contained in Article 3 of the Facility Agreement as of the date hereof. Any reference in the Transaction Documents to “hereunder,” “hereof,” “herein,” or words of like import referring to such agreement shall refer to such Transaction Document as amended as of the Effective Date (including as provided in this Agreement). For the avoidance of doubt, the parties acknowledge and ratified agree that, nothing contained herein or in all respectsExhibit C shall be deemed or construed as an agreement by any Lender to make any Disbursement or additional Loan on or after the date hereof.
Appears in 1 contract
Samples: Facility Agreement (Kempharm, Inc)
Reaffirmation. Each In connection with the execution and delivery of Obligorsthis Amendment, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any (i) each of the Loan DocumentsSubsidiary Guarantors (a) hereby consents to this Amendment and the transactions and modifications contemplated thereby, (b) hereby ratifies and reaffirms all of its Obligationspayment and performance obligations, contingent or otherwise, if any, under each of the Loan Documents to which it is a party andparty, to (c) without limiting the extent it granted liens on or security interests in any generality of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documentsclause (b), hereby ratifies and reaffirms such grant of liens the Guaranty and security interests Collateral Agreements and confirms the other Security Documents to which it is a party, (d) acknowledges and agrees that such liens and security interests hereafter secure all that, as of the Obligationsdate hereof, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each any of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall otherwise bound continue to be, in full force and effect and that all of its obligations thereunder continue to be valid and enforceable, shall not be impaired or limited by the execution or effectiveness of this Amendment and are hereby confirmed, reaffirmed and ratified confirmed in all respects, and (e) represents and warrants that all representations and warranties contained in the Guaranty and Collateral Agreements, the other Security Documents and each other Loan Document to which it is a party are true and correct in all material respects on and as of the date hereof to the same extent as though made on and as of the date hereof, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true and correct in all material respects on and as of such earlier date, and (ii) each of the undersigned Loan Parties reaffirms each Lien, if any, it granted pursuant to the Guaranty and Collateral Agreements or the other Security Documents to which it is a party, which Liens continue, as of the date hereof, to be in full force and effect and continue to secure the Obligations, on and subject to the terms and conditions set forth in the Credit Agreement, the Guaranty and Collateral Agreements, the other Security Documents and the other Loan Documents. Without limiting the foregoing each undersigned Loan Party hereby confirms that the Guaranty and Collateral Agreements and all other Security Documents to which it is a party, and all Collateral encumbered thereby or pursuant thereto continue to guarantee or secure, as the case may be, to the fullest extent possible in accordance with the applicable Guaranty and Collateral Agreements and Security Documents, the payment and performance of all Obligations, subject, however, in each case, to the limitations set forth herein and therein, as applicable. Each undersigned Loan Party acknowledges and agrees that any of the Loan Documents to which it is a party or otherwise bound continue in full force and effect and that all of its obligations thereunder continue to be valid and enforceable, shall not be impaired or limited by the execution or effectiveness of this Amendment.
Appears in 1 contract
Samples: MULTI COLOR Corp
Reaffirmation. Each By executing and delivering a counterpart hereof, (i) each of Obligorsthe Borrower and the Subsidiary Guarantors party hereto hereby agrees that all Loans incurred by the Borrower shall be guaranteed pursuant to the Guarantee and Collateral Agreement in accordance with the terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof and (ii) each of the Borrower and the Subsidiary Guarantors party hereto hereby (A) agrees that, notwithstanding the effectiveness of this Ninth Amendment, after giving effect to this Ninth Amendment, the Security Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under each Security Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as makercollateral security for its obligations, debtor, grantor, pledgor, assignor, obligor, or liabilities and indebtedness under the Credit Agreement and under its guarantees in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan Documents, hereby ratifies and reaffirms all of its Obligations, contingent or otherwise, under in each of the Loan Documents to which it is a party andcase, to the extent it granted liens on or security interests in any provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Ninth Amendment) and (C) affirms and confirms all of its properties obligations, liabilities and indebtedness under the Credit Agreement and each other Loan Document, in each case after giving effect to this Ninth Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to any Loan Document the Security Documents to secure such Obligations, all as security for provided in the Security Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, Documents (as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of amended by this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date onlyNinth Amendment), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respects.
Appears in 1 contract
Reaffirmation. Each Borrower hereby jointly and severally represents, warrants, acknowledges and confirms that (i) except as specifically modified by the terms of Obligorsthis Agreement, as maker, debtor, grantor, pledgor, assignor, obligor, or in the Credit Agreement and the other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan Documents, hereby ratifies and reaffirms all of its Obligations, contingent or otherwise, under each of the Loan Documents remain in full force and effect as amended by this Agreement, (ii) Borrower has no defense to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant the Obligations are due and owing to the Lender without setoff or counterclaim, (iii) the Liens of liens and security interests and confirms and agrees that such liens and security interests hereafter the Lender under the Loan Documents secure all of the Obligations, including without limitationare reaffirmed in all respects, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains continue in full force and effect, continues have the same priority as before this Agreement, and are not impaired or extinguished in any respect by this Agreement, and (iv) Borrower has no claim against the Lender arising from or in connection with the Credit Agreement or the other Loan Documents and any such claim is hereby irrevocably waived and released and discharged forever. Until the Obligations are paid in full in cash or, with respect to apply any outstanding L/C Obligations, Cash Collateralized, and all obligations and liabilities of Borrower under this Agreement and the Loan Documents are performed and paid in full in cash or, with respect to any outstanding L/C Obligations, Cash Collateralized, Borrower agrees and covenants it is bound by the covenants and agreements set forth in the Credit Agreement, Loan Document and in this Agreement. Each Borrower hereby ratifies and confirms the Obligations, including, but . This Agreement does not limited to, the Obligations arising under the Revolving Credit Facility as hereby amendedcreate or constitute, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as not, a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any novation of the Credit Agreement and the other Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respects.
Appears in 1 contract
Samples: Credit and Security Agreement and Waiver (Katy Industries Inc)
Reaffirmation. Each By their respective signatures set forth below, Holdings and the Borrower, on behalf of Obligors, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any themselves and each of the Loan Documentsother Credit Parties, hereby ratifies and reaffirms all of its Obligationsconfirms to the Administrative Agent and the Lenders that, contingent or otherwiseafter giving effect to this Agreement and the transactions contemplated hereby, under each of the Loan Documents Credit Agreement, the Security Agreement and each other Credit Document to which it such Credit Party is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains continues in full force and effecteffect and is the legal, continues valid and binding obligation of such Credit Party, enforceable against such Credit Party in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws relating to apply to the Obligations, including, but not limited toor limiting creditors’ rights generally or by equitable principles and each Credit Party hereby ratifies and confirms each such Credit Document. Except as expressly set forth herein, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor the Administrative Agent or Lenders, constitute a waiver of any provision of any of the Loan Credit Documents or serve to effect a novation of the Obligations. The Borrower and Holdings, on behalf of themselves and each of the other Credit Parties, (i) acknowledges receipt of a copy of this Agreement and all other agreements, documents and instruments executed and/or delivered in connection herewith, (ii) consents to the terms and conditions of same without prejudice to any Credit Party’s liability pursuant to any of the Credit Documents, except as expressly (iii) agrees and acknowledges that each of the Credit Documents remains in full force and effect, that such Credit Party’s obligations thereunder are without defense, setoff and counterclaim and that each of the Credit Documents is hereby ratified and confirmed, and (iv) ratifies and reaffirms each waiver of such Credit Party set forth herein in the Credit Documents to which it is a party. Holdings and shall be limited the Borrower, on behalf of themselves and each of the other Credit Parties, hereby acknowledges that it has reviewed and consents to the particular instance expressly set forthterms and conditions of this Agreement and the transactions contemplated hereby. Each In addition, Holdings and the Borrower, on behalf of Obligors confirms themselves and each of the other Credit Parties, reaffirms in all respects the security interests and Liens granted by such Credit Party in and to the Collateral under the terms and conditions of the Collateral Documents and the Orders to secure the Obligations and agrees that the Loan Documents such security interests and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, Liens remain in full force and effect and are hereby confirmedratified, reaffirmed and ratified confirmed in all respects.
Appears in 1 contract
Samples: And Guaranty Agreement
Reaffirmation. Each By executing and delivering a counterpart hereof, (i) Borrower hereby agrees that all Advances incurred by Borrower shall be secured by the Collateral pursuant to the ny-2580624 applicable Loan Documents in accordance with the terms and provisions thereof and (ii) Borrower hereby (A) agrees that, notwithstanding the effectiveness of Obligorsthis Amendment, after giving effect to this Amendment, the Loan Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as makercollateral security for its obligations, debtorliabilities and indebtedness under the Loan Agreement to the extent provided in, grantorand subject to the limitations and qualifications set forth in, pledgorsuch Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, assignorliabilities and indebtedness under the Loan Agreement and each other Loan Document, obligorin each case after giving effect to this Amendment, or in other similar capacity in which it incurs obligations to Lender or grants liens or including the pledge of and/or grant of a security interests interest in its properties under any of assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, hereby ratifies and reaffirms all of its Obligationsacknowledges and agrees that such obligations, contingent or otherwiseliabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under each of the Loan Documents to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, Documents (as hereby amendedamended by this Amendment). Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respects.[Signature Page Follows] ny-2580624
Appears in 1 contract
Samples: Loan and Security Agreement (Replimune Group, Inc.)
Reaffirmation. Each By executing and delivering a counterpart hereof, (i) each of Obligorsthe Borrower and the Subsidiary Guarantors party hereto hereby agrees that all Loans incurred by the Borrower shall be guaranteed pursuant to the Guarantee and Collateral Agreement in accordance with the terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof and (ii) each of the Borrower and the Subsidiary Guarantors party hereto hereby (A) agrees that, notwithstanding the effectiveness of this Tenth Amendment, after giving effect to this Tenth Amendment, the Security Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under each Security Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as makercollateral security for its obligations, debtor, grantor, pledgor, assignor, obligor, or liabilities and indebtedness under the Credit Agreement and under its guarantees in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan Documents, hereby ratifies and reaffirms all of its Obligations, contingent or otherwise, under in each of the Loan Documents to which it is a party andcase, to the extent it granted liens on or security interests in any provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Tenth Amendment) and (C) affirms and confirms all of its properties obligations, liabilities and indebtedness under the Credit Agreement and each other Loan Document, in each case after giving effect to this Tenth Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to any Loan Document the Security Documents to secure such Obligations, all as security for provided in the Security Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, Documents (as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of amended by this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date onlyTenth Amendment), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respects.
Appears in 1 contract
Reaffirmation. Each of Obligors, as maker, debtor, grantor, pledgor, assignor, obligor, or the Obligors acknowledges that the Liens granted to the Administrative Agent under the Security Documents in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any the Collateral secure all Obligations of each of the Loan Obligors under this Agreement, the Notes, the Letters of Credit and the other Facility Documents, including, without limitation, all liabilities and obligations under the Loans as herein modified and increased and all of the Letter of Credit Obligations. Each of the Obligors hereby ratifies expressly grants, bargains, conveys, assigns, transfers, mortgages, hypothecates, pledges and grants a continuing security interest to the Administrative Agent in all right, title and interest of such Obligor in and to the "Collateral" as defined in each of the Security Agreement, the Intellectual Property Security Agreement and the Pledge Agreement. All references to "Note" or "Notes" in any Facility Document shall be deemed to be to the Notes issued hereunder. All references to "Loan" or "Loans" in any Facility Document shall be deemed to be to the Loans incurred hereunder. All references to "Commitment" or "Commitments" in any Facility shall be deemed to be to the Commitments granted hereunder. All references to "Secured Obligations" in any Facility Document shall be deemed to include all liabilities and obligations under the Loans as herein modified and increased and all of the Letter of Credit Obligations. Each of the Obligors further acknowledges and reaffirms all of its Obligations, contingent or otherwise, other respective obligations and duties under each of the Loan Facility Documents to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respectsparty.
Appears in 1 contract
Reaffirmation. Each of ObligorsBorrower, Wabash River and SG Solutions each as maker, debtor, grantor, pledgor, guarantor, assignor, obligor, or in other any other similar capacity in which it incurs obligations to Lender or such Person grants liens or security interests in its properties under any of property or otherwise acts as accommodation party or guarantor, as the Loan Documentscase may be, hereby (i) ratifies and reaffirms all of its Obligationspayment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party and, (after giving effect hereto) and (ii) to the extent it such Person granted liens on or security interests in any of its properties property pursuant to any such Loan Document as security for or otherwise guaranteed the Borrower’s Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such guarantee and grant of liens and security interests and liens and confirms and agrees that such security interests and liens hereafter secure all of the Obligations as amended hereby. Borrower hereby agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such existing Loan Document Documents to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Loan Agreement and other Loan Documents, Documents as hereby amended. Each of Obligors acknowledges amended and that each of the Loan Documents to which it is a party remains in full force such security interests are and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising shall remain perfected under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmedapplicable law. The execution of this Agreement Amendment shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each Borrower hereby acknowledges and confirms that it is the intent of Obligors confirms and agrees Borrower that the Pledge Agreement, will continue to secure, to the fullest extent provided thereby, the payment and performance of all Obligations, including, without limitation, the payment and performance of all Obligations of Borrower now or hereafter existing under or in respect of the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein areAgreement, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respectsother Loan Documents.
Appears in 1 contract
Reaffirmation. Each By signing this Amendment, each Credit Party hereby confirms that (a) notwithstanding the effectiveness of Obligorsthis Amendment and the transactions contemplated hereby, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs the obligations to Lender or grants liens or security interests in its properties of such Credit Parties under any of the Loan Documents, hereby ratifies and reaffirms all of its Obligations, contingent or otherwise, under each of the Loan Documents to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or Amended Credit Agreement (including with respect to the 2020 Delayed Draw Term Loans contemplated by this Amendment) and the other Loan Documents (i) are entitled to the benefits of the guarantees and the security interests set forth or created in the Amended Credit Agreement Agreement, the Security Agreement, the other Collateral Documents and the other Loan Documents, (ii) constitute “Guarantee Obligations” and “Obligations” for purposes of the Amended Credit Agreement, the Security Agreement, the other Collateral Documents and all other Loan Documents, (iii) each Guarantor hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, ratifies its continuing unconditional obligations as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations Guarantor under the Credit Agreement and other Loan Documents, as amended hereby amended. Each of Obligors acknowledges that each with respect to all of the Guarantee Obligations and (iv) each Loan Documents Document to which it such Credit Party is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein areis, and shall continue to be, in full force and effect and are is hereby confirmed, reaffirmed ratified and ratified confirmed in all respectsrespects and shall remain in full force and effect according to its terms (in the case of the Credit Agreement, as amended hereby) and (b) each 2020 DDTL Lender shall be a “Secured Party” and a “Lender” (including without limitation for purposes of the definition of “Required Lenders” contained in Section 11.1 of the Amended Credit Agreement) for all purposes of the Amended Credit Agreement and the other Loan Documents. Each Credit Party ratifies and confirms that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations as increased hereby.
Appears in 1 contract
Samples: Credit Agreement (R1 RCM Inc.)
Reaffirmation. Each The Borrowers hereby expressly reaffirm and assume all of Obligorstheir obligations and liabilities to the Administrative Agent, the Facility A Lenders, the Facility B Lenders and the Issuing Bank as makerset forth in the Credit Agreement and the other Loan Documents and agree to be bound by and abide by and operate and perform under and pursuant to and comply fully with all of the terms, debtorconditions, grantorprovisions, pledgoragreements, assignorrepresentations, obligorundertakings, or in other similar capacity in which it incurs obligations to Lender or warranties, indemnities, grants liens or of security interests and covenants contained in its properties under any of the Loan Documents, hereby ratifies and reaffirms all of its Obligations, contingent or otherwise, under each of the Loan Documents to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, as such obligations and liabilities may be modified by this Amendment, as though the Credit Agreement and the other Loan Documents were being re-executed on the date hereof, except to the extent that such terms expressly relate to an earlier date. The Borrowers hereby ratifies ratify, confirm and reaffirms such grant of affirm without condition, all liens and security interests granted to the Administrative Agent pursuant to the Credit Agreement and confirms the other Loan Documents and agrees that such liens and security interests hereafter shall continue to secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amendedamended by this Amendment, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novationall extensions, waiver of any rightrenewals, power refinancings, amendments or remedy of Lender nor constitute a waiver of any provision modifications of any of the Loan Documentsforegoing. The Facility B Lenders hereby ratify and confirm all of their obligations, except liabilities and undertakings under the Intercreditor Agreement, as expressly set forth herein such obligations, liabilities and shall undertakings may be limited to modified by this Amendment, as though the particular instance expressly set forth. Each of Obligors confirms and agrees that Intercreditor Agreement were being re-executed on the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respectshereof.
Appears in 1 contract
Reaffirmation. Each Other than as expressly provided in this Agreement, the execution and delivery of Obligorsthis Agreement shall not operate as a waiver of any right, power or remedy of the Participating Lenders, constitute a waiver of any provision of the Facility Agreement, the Notes, any other Transaction Documents (as currently in effect) or any other document executed in connection therewith or serve to effect a novation of the obligations thereunder. The Borrower, as makerissuer, debtor, grantor, pledgorxxxxxxx, mortgagor, guarantor or assignor, obligor, or in other any other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan Documentsproperty hereby (i) acknowledges and agrees that it has reviewed this Agreement, hereby (ii) ratifies and reaffirms all of its Obligationsobligations, contingent or otherwise, under each of the Loan Documents to which it is a party andTransaction Documents, and (iii) to the extent it the Borrower granted liens Liens on or security interests in any of its properties property pursuant to any Loan such Transaction Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Transaction Documents, hereby ratifies and reaffirms such grant of liens and security interests and Liens as provided in the Transaction Documents and confirms and agrees that such liens and security interests hereafter and Liens continue to secure all of the Obligationscurrently outstanding or future Obligations (as amended hereby) on the terms and conditions of the Transactions Documents (for the avoidance of doubt as amended as of the date of this Agreement (including as provided in this Agreement)). The Borrower hereby consents to this Agreement and acknowledges that this Agreement, including without limitationeach Exchange Warrant, the Obligations arising under A&R Certificate of Designation and each document or agreement executed and delivered pursuant to, or in connection with, the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan execution and delivery of this Agreement is a Transaction Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effectother Transaction Documents, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility each as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate amended as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except Effective Date (including as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date onlyprovided in this Agreement), warranty and provisions set forth therein are, and shall continue to be, remains in full force and effect and are is hereby confirmedratified and reaffirmed; provided that, reaffirmed and ratified nothing in all respectsthis Section 8.15 shall obligate the Borrower to restate, or be considered to be a restatement of, the representations of the Borrower contained in Article 3 of the Facility Agreement as of the date hereof. Any reference in the Transaction Documents to “hereunder,” “hereof,” “herein,” or words of like import referring to such agreement shall refer to such Transaction Document as amended as of the Effective Date (including as provided in this Agreement).
Appears in 1 contract
Samples: Facility Agreement (Kempharm, Inc)
Reaffirmation. Each In connection with the execution and delivery of Obligorsthis Amendment, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any (i) each of the Loan DocumentsGuarantors (a) hereby consents to this Amendment and the transactions and modifications contemplated thereby, (b) hereby ratifies and reaffirms all of its Obligationspayment and performance obligations, contingent or otherwise, if any, under each of the Loan Documents to which it is a party andparty, to (c) without limiting the extent it granted liens on or security interests in any generality of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documentsclause (b), hereby ratifies and reaffirms such grant of liens and security interests and confirms the Guarantee Agreement, (d) acknowledges and agrees that such liens and security interests hereafter secure all that, as of the Obligationsdate hereof, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each any of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall otherwise bound continue to be, in full force and effect and that all of its obligations thereunder continue to be valid and enforceable, shall not be impaired or limited by the execution or effectiveness of this Amendment and are hereby confirmed, reaffirmed and ratified confirmed in all respects, and (e) represents and warrants that all representations and warranties contained in the Guarantee Agreement are true and correct in all material respects on and as of the date hereof to the same extent as though made on and as of the date hereof, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true and correct in all material respects on and as of such earlier date, and (ii) each of the undersigned Loan Parties reaffirms each Lien, if any, it granted pursuant to the Security Documents, which Liens continue, as of the date hereof, to be in full force and effect and continue to secure the Obligations, on and subject to the terms and conditions set forth in the Loan Agreement, the Security Documents and the other Loan Documents. Without limiting the foregoing each undersigned Loan Party hereby confirms that the Guarantee Agreement and all Security Documents, and all Collateral encumbered thereby or pursuant thereto continue to guarantee or secure, as the case may be, to the fullest extent possible in accordance with the applicable Security Documents, the payment and performance of all Obligations, subject, however, in each case, to the limitations set forth herein and therein, as applicable. Each undersigned Loan Party acknowledges and agrees that any of the Loan Documents to which it is a party or otherwise bound continue in full force and effect and that all of its obligations thereunder continue to be valid and enforceable, shall not be impaired or limited by the execution or effectiveness of this Amendment.
Appears in 1 contract
Reaffirmation. Each of Obligors, the Loan Parties as maker, debtor, grantor, mortgagor, pledgor, guarantor, assignor, obligor, or in other any other similar capacity in which it incurs obligations to Lender such Loan Party guarantees, pledges, grants a hypothec, or grants liens or other security interests in its properties under any property or otherwise acts as accommodation party, indemnitor or guarantor, as the case may be, hereby (a) consents to the amendment and restatement of the Loan 2013 Credit Agreement effected hereby and (b) (i) acknowledges, ratifies and confirms that all Obligations, including Obligations under the Other Principal Documents, hereby constitute valid and existing “Obligations” under the Amended Credit Agreement, (ii) ratifies and reaffirms all of its Obligationspayment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party and(after giving effect hereto), which shall accordingly continue in full force and effect, and (iii) to the extent it such Loan Party granted liens on or any other security interests in any of its properties property pursuant to any such Loan Document as security for or has otherwise guaranteed the Obligations Obligations, as applicable to such Loan Party, under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such guarantee and grant of liens and security interests and liens and confirms and agrees that such liens and security interests and liens hereafter secure all of the Obligations and such guarantee guarantees all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facilityas applicable to such Loan Party, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amendedamended hereby. Each of Obligors the Loan Parties hereby consents to this Agreement and acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, effect and is hereby ratified and confirmedreaffirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor Administrative Agent or Lenders, constitute a waiver of any provision of any of the Loan DocumentsDocuments or serve to effect a novation of the Obligations. Without limiting the generality of the foregoing, except each Loan Party further agrees (A) that any reference to “Obligations” contained in any Loan Documents shall include, without limitation, the “Obligations” as expressly set forth herein such term is defined in the Amended Credit Agreement and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees (B) that the related guarantees and grants of security contained in such Security Documents shall include and extend to such Obligations, as applicable to such Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are hereby confirmed, reaffirmed and ratified in all respectsParty.
Appears in 1 contract
Samples: Amendment Agreement (Hexion Inc.)
Reaffirmation. Each The Borrower hereby expressly acknowledges the terms of Obligorsthis Amendment and reaffirms, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan Documentsdate hereof, hereby ratifies (i) the covenants, pledges, grants of Liens and reaffirms all of its Obligations, contingent agreements or otherwise, under each of the Loan Documents to which it is a party and, to the extent it granted liens on or security interests other commitments contained in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement (as amended by this Amendment) and the each other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, Document (in each case immediately after giving effect to this Amendment and the transactions contemplated hereby) and (ii) its grant of Liens on the Collateral to secure the Obligations as if varied or increased as a result of this Amendment pursuant to the Collateral Agreement. In addition, the Borrower hereby acknowledges and agrees that, except as expressly set forth herein, (A) each reference in such Loan Document shall continue to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains be in full force and effect, continues to apply to (B) all pledges, grants of Liens, covenants, agreements and other commitments by the Obligations, including, but not limited to, the Obligations arising Borrower under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, be in full force and effect and shall accrue to the benefit of the Secured Parties and shall not be affected, impaired or discharged hereby or by the transactions contemplated in this Amendment, (C) nothing in this Amendment prejudices or otherwise adversely affects any power, discretion or remedy of a Lender or the Administrative Agent or any Obligation of the Borrower to a Lender or the Administrative Agent and (D) the Lenders and Administrative Agent are hereby confirmed, reaffirmed relying on the reaffirmations in this Section 8 in continuing to provide financial accommodation to the Borrower and ratified in all respectsagreeing to enter into this Amendment.
Appears in 1 contract
Reaffirmation. Each Reaffirming Party hereby acknowledges its receipt and review of Obligors, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any a copy of the Loan DocumentsDesignation Certificate and related Indenture, and hereby ratifies accepts and reaffirms all of its Obligations, contingent or otherwise, under each of the Loan Documents to which it is a party and, consents to the extent it granted liens on or Pari Passu Designation and the resulting grant of security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect and other benefits to the Credit Pari Passu Debt Obligations referenced in the Designation Certificate. Each Reaffirming Party hereby further (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation), (b) affirms and confirms its indemnification obligations and other commitments and obligations under the Collateral Agreement (as amended hereby and modified by the Pari Passu Designation) and (c) agrees that, after giving effect to the amendments contemplated hereby and the other Loan DocumentsPari Passu Designation, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of (i) the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Collateral Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, be in full force and effect and are (ii) all guarantees, pledges, grants of security and other commitments thereunder shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties, including, for the avoidance of doubt, the holders of the Securities and the Trustee. Each of the Reaffirming Parties hereby confirmedconfirms and agrees that, reaffirmed after giving effect to the Pari Passu Designation, (i) the Securities shall constitute “Pari Passu Debt Obligations” and ratified in “Obligations” under the Collateral Agreement (as amended hereby) and (ii) the holders of any Securities and the Trustee shall be “Pari Passu Secured Parties” and “Secured Parties” under the Collateral Agreement (as amended hereby) and shall have all respectsthe rights and privileges of a Secured Party thereunder.
Appears in 1 contract
Samples: And Reaffirmation Agreement (Community Health Systems Inc)
Reaffirmation. Each By signing this Amendment and Restatement, each Credit Party hereby confirms that (a) notwithstanding the effectiveness of Obligorsthis Amendment and Restatement and the transactions contemplated hereby, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs the obligations to Lender or grants liens or security interests in its properties of such Credit Parties under any of the Loan Documents, hereby ratifies Amended and reaffirms all of its Obligations, contingent or otherwise, under each of the Loan Documents to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or Restated Credit Agreement (including with respect to the Credit Agreement Term B-3 Loans and 2023 Revolving Loans contemplated by this Agreement) and the other Loan Credit Documents (i) are entitled to the benefits of the guarantees and the security interests set forth or created in the Amended and Restated Credit Agreement, the Security Agreement, the other Security Documents and the other Credit Documents, (ii) constitute “Guaranteed Obligations” and “Obligations” for purposes of the Amended and Restated Credit Agreement, the Security Agreement, the other Security Documents and all other Credit Documents, (iii) each Guarantor hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, ratifies its continuing unconditional obligations as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations Guarantor under the Credit Agreement and other Loan Documents, as amended hereby amended. Each of Obligors acknowledges that each with respect to all of the Loan Documents Guaranteed Obligations and (iv) each Credit Document to which it such Credit Party is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein areis, and shall continue to be, in full force and effect and are is hereby confirmed, reaffirmed ratified and ratified confirmed in all respectsrespects and shall remain in full force and effect according to its terms (in the case of the Existing Credit Agreement, as amended hereby) and (b) each Converting Term B-3 Loan Consenting Lender, Revolving Lender and Additional Term B-3 Lender shall be a “Secured Creditor” and a “Lender” (including without limitation for purposes of the definition of “Required Lenders” contained in Section 1.01 of the Amended and Restated Credit Agreement) for all purposes of the Amended and Restated Credit Agreement and the other Credit Documents. Each Credit Party ratifies and confirms that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Credit Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations as increased hereby.
Appears in 1 contract
Samples: Amendment and Restatement Agreement (Iridium Communications Inc.)
Reaffirmation. Each of Obligors, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any As of the Loan DocumentsAmendment No. 3 Effective Date, each Credit Party hereby ratifies confirms that (a) notwithstanding the effectiveness of this Amendment and reaffirms all the transactions contemplated hereby, (i) the obligations of its Obligationssuch Credit Parties under the Amended Credit Agreement (including, contingent or otherwisefrom and after the Amendment No. 3 Effective Date, under each of the Loan Documents to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement Term B-2 Loans contemplated by this Agreement) and the other Loan Credit Documents are entitled to the benefits of the guarantees and the security interests set forth or created in the Amended Credit Agreement, the Security Agreement, the other Security Documents and the other Credit Documents and constitute “Guaranteed Obligations” and “Obligations” for purposes of the Amended Credit Agreement, the Security Agreement, the other Security Documents and all other Credit Documents, (ii) each Guarantor hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, ratifies its continuing unconditional obligations as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations Guarantor under the Credit Agreement and other Loan Documents, as amended hereby amended. Each of Obligors acknowledges that each with respect to all of the Loan Documents Guaranteed Obligations and (iii) each Credit Document to which it such Credit Party is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein areis, and shall continue to be, in full force and effect and are is hereby confirmed, reaffirmed ratified and ratified confirmed in all respectsrespects and shall remain in full force and effect according to its terms (in the case of the Credit Agreement, as amended hereby) and (b) each Term B-2 Lender shall be a “Secured Creditor” and a “Lender” for all purposes of the Amended Credit Agreement and the other Credit Documents. Each Credit Party ratifies and confirms its prior grant and the validity of all Liens granted pursuant to the Credit Documents and that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Credit Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations as increased hereby.
Appears in 1 contract
Reaffirmation. The parties hereto acknowledge and agree that (i) this Eighth Amendment and any other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation or termination of the Guaranteed Obligations of the Borrower and the Subsidiary Guarantors as in effect prior to the Amendment Effective Date and (ii) such Guaranteed Obligations are in all respects continuing (as amended by this Eighth Amendment) with only the terms thereof being modified to the extent provided in this Eighth Amendment. Each of Obligorsthe Borrower and the Subsidiary Guarantors hereby consents to the entering into of this Eighth Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as makerapplicable, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in under and subject to the terms of the Security Documents to which it incurs obligations is a party and each of the other Loan Documents to Lender which it is party, and agrees that, notwithstanding the effectiveness of this Eighth Amendment or grants liens or security interests in its properties under any of the Loan Documentstransactions contemplated hereby, hereby ratifies such guarantees, pledges, grants of security interests, Liens and reaffirms all other obligations, and the terms of its Obligations, contingent or otherwise, under each of the other Security Documents to which it is a party and each of the other Loan Documents to which it is a party andparty, to the extent it granted liens on are not impaired or security interests affected in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, manner whatsoever and shall continue to be, be in full force and effect and are hereby confirmedshall continue to secure all Guaranteed Obligations, as amended, reaffirmed and ratified in all respects.modified pursuant to this Eighth Amendment or any of the transactions contemplated thereby
Appears in 1 contract
Samples: Credit Agreement (NRG Energy, Inc.)
Reaffirmation. The parties hereto acknowledge and agree that (i) this Fifth Amendment, any other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation, or termination of the obligations of the Borrower and the Subsidiary Guarantors under the Credit Agreement as in effect prior to the Fifth Amendment Effective Date (collectively, the “Obligations”) and (ii) such Obligations are in all respects continuing (as amended by this Fifth Amendment) with only the terms thereof being modified to the extent provided in this Fifth Amendment. Each of Obligorsthe Borrower and the Subsidiary Guarantors hereby consents to the entering into the Fifth Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as makerapplicable, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in under and subject to the terms of the Security Documents to which it incurs obligations is a party and each of the other Loan Documents to Lender which it is party, and agrees that, notwithstanding the effectiveness of the Fifth Amendment or grants liens or security interests in its properties under any of the Loan Documentstransactions contemplated hereby, hereby ratifies such guarantees, pledges, grants of security interests, Liens and reaffirms all other obligations, and the terms of its Obligations, contingent or otherwise, under each of the other Security Documents to which it is a party and each of the other Loan Documents to which it is a party andparty, to the extent it granted liens on are not impaired or security interests affected in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, manner whatsoever and shall continue to be, be in full force and effect and are hereby confirmedshall continue to secure all Guaranteed Obligations, as amended, reaffirmed and ratified in all respectsmodified pursuant to the Fifth Amendment or any of the transactions contemplated thereby.
Appears in 1 contract
Samples: Credit Agreement (NRG Energy, Inc.)
Reaffirmation. Each Borrower expressly acknowledges the terms of Obligors, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any this Amendment and reaffirms (a) the terms and conditions of the Amended Credit Agreement and any other Loan Documents, hereby ratifies and reaffirms all of its Obligations, contingent or otherwise, under each of the Loan Documents Document to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms acknowledges and agrees that such liens Amended Credit Agreement and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in and every such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, effect and is hereby reaffirmed, ratified and confirmed. The execution of this Agreement shall not operate confirmed and (b) as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documentsdate hereof and on the Third Amendment Effective Date, except as expressly set forth herein that its guarantee of the Guaranteed Obligations under the Guaranty and shall be limited its grant of Liens on the Collateral to secure the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and Obligations pursuant to each and every covenantSecurity Document to which it is a party, conditionin each case, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, continues in full force and effect and are hereby confirmedextends to the obligations of such Borrower under the Loan Documents (including the Amended Credit Agreement) subject to any limitations set out in the Amended Credit Agreement and any other Loan Document applicable to such Borrower. Neither the execution, reaffirmed delivery, performance or effectiveness of this Amendment nor the modification of the Existing Credit Agreement effected pursuant hereto: (i) impairs the validity, effectiveness or priority of the Liens granted pursuant to any Security Document, and ratified such Liens continue unimpaired with the same priority to secure repayment of all Obligations, whether heretofore or hereafter incurred; or (ii) requires that any new filings be made or other action be taken to perfect or to maintain the perfection of such Liens. Each of this Amendment and the Amended Credit Agreement is a legal, valid and binding obligation of such Borrower, enforceable against such Borrower in all respectsaccordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally.
Appears in 1 contract
Samples: Credit Agreement (Funko, Inc.)
Reaffirmation. Each of Obligors, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any As of the Loan DocumentsAmendment No. 2 Effective Date, each Credit Party hereby ratifies confirms that (a) notwithstanding the effectiveness of this Amendment and reaffirms all the transactions contemplated hereby, (i) the obligations of its Obligationssuch Credit Parties under the Amended Credit Agreement (including, contingent or otherwisefrom and after the Amendment No. 2 Effective Date, under each of the Loan Documents to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement Term B-1 Loans contemplated by this Agreement) and the other Loan Credit Documents are entitled to the benefits of the guarantees and the security interests set forth or created in the Amended Credit Agreement, the Security Agreement, the other Security Documents and the other Credit Documents and constitute “Guaranteed Obligations” and “Obligations” for purposes of the Amended Credit Agreement, the Security Agreement, the other Security Documents and all other Credit Documents, (ii) each Guarantor hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, ratifies its continuing unconditional obligations as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations Guarantor under the Credit Agreement and other Loan Documents, as amended hereby amended. Each of Obligors acknowledges that each with respect to all of the Loan Documents Guaranteed Obligations and (iii) each Credit Document to which it such Credit Party is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein areis, and shall continue to be, in full force and effect and are is hereby confirmed, reaffirmed ratified and ratified confirmed in all respectsrespects and shall remain in full force and effect according to its terms (in the case of the Credit Agreement, as amended hereby) and (b) each Term B-1 Lender shall be a “Secured Creditor” and a “Lender” for all purposes of the Amended Credit Agreement and the other Credit Documents. Each Credit Party ratifies and confirms its prior grant and the validity of all Liens granted pursuant to the Credit Documents and that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Credit Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations as increased hereby.
Appears in 1 contract
Reaffirmation. The execution and delivery of this Amendment shall not operate as a waiver of any right, power or remedy of the Lenders, or constitute a waiver of any provision of the Facility Agreement or any other Loan Document. Each of Obligorsthe Borrower and the Guarantors, as makerissuer, debtor, grantor, pledgor, mortgagor, guarantor or assignor, obligor, or in other any other similar capacity in which it incurs obligations to Lender or such Person grants liens Liens or security interests in its properties under any of property or otherwise acts as accommodation party or guarantor, as the Loan Documentscase may be, hereby (i) acknowledges and agrees that it has reviewed this Amendment, (ii) ratifies and reaffirms all of its Obligationsobligations, contingent or otherwise, under each of the Loan Documents (as amended hereby) to which it is a party and(after giving effect hereto), and (iii) to the extent it such Person granted liens Liens on or security interests in any of its properties property pursuant to any such Loan Document as security for or otherwise guaranteed the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such guarantee and grant of liens and security interests and Liens and confirms and agrees that such liens and security interests and Liens hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, (as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amendedamended hereby). Each of Obligors the Borrower and the Guarantors hereby consents to this Amendment and acknowledges that this Amendment and each Note (as amended hereby) is a Loan Document and that each of the Loan Documents to which it is a party (as amended hereby) remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, in full force and effect and are is hereby confirmedratified and reaffirmed. Neither this Amendment nor any prior amendment of any of the Loan Documents shall be construed or deemed to be a satisfaction, reaffirmed and ratified in all respectsnovation, cure, modification, amendment or release of any obligations (including the Obligations), the Facility Agreement or any of the other Loan Documents or establish a course of conduct with respect to future requests for amendments, modifications or consents.
Appears in 1 contract
Reaffirmation. Each of Obligors, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which Guarantor hereby acknowledges that it incurs obligations to Lender or grants liens or security interests in its properties under any has reviewed the terms and provisions of the Loan Documents, Credit Agreement and this Amendment and consents to the amendment of the Credit Agreement effected pursuant to this Amendment. Each Guarantor hereby ratifies (i) acknowledges and reaffirms all of its Obligations, contingent or otherwise, obligations owing by it to the Agents and the Lenders under each of the Loan Documents any Finance Document to which it is a party andand represents and warrants that, after giving effect to this Amendment, all of its representations and warranties contained in the Finance Documents to which such Guarantor is a party are true, accurate and complete in all material respects except that such materiality qualifier shall not be applicable to any representation and warranty that is already qualified by materiality) on and as of the First Amendment Effective Date as if made as of such date except to the extent it granted liens on or security interests in any of its properties pursuant they expressly relate to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documentsan earlier date, hereby ratifies and reaffirms such grant of liens and security interests and confirms and (ii) agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Finance Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall continue to be, remain in full force and effect and are hereby confirmedshall not be impaired or otherwise affected by the execution of this Amendment and (iii) ratifies and reaffirms the validity and enforceability of all of the liens and security interests heretofore granted by it, reaffirmed pursuant to and ratified in connection with the Security Agreement and any other Finance Document to which such Guarantor is a party, to the Collateral Agent, on behalf and for the benefit of the Finance Parties referred to therein, as collateral security for the Guaranty Obligations of such Guarantor, and acknowledges that all respectsof such liens and security interests, and all collateral heretofore pledged as security for such obligations, continues to be and remain collateral for such obligations from and after the First Amendment Effective Date. Although each of the Guarantors have been informed of the matters set forth herein and have acknowledged and agreed to same, each of the Guarantors understands that the Borrower, OH Holdings, the Agents and the Lenders, as applicable, shall have no obligation to inform the Guarantors of such matters in the future or to seek the Guarantors’ acknowledgement or agreement to future amendments, waivers, or modifications, and nothing herein shall create such a duty. Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Guarantor is not required by the terms of the Credit Agreement or any other Finance Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Finance Document shall be deemed to require the consent of such Guarantor to any future amendments to the Credit Agreement.
Appears in 1 contract
Reaffirmation. Each of Obligors, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan Documents, Parties hereby ratifies and reaffirms all of its Obligations, contingent or otherwise, under agrees that with respect to each of the Loan Documents Document to which it is a party andparty, after giving effect to this Amendment and the extent it granted liens on or security interests in any transactions contemplated hereunder, all of its properties pursuant to any obligations, liabilities and indebtedness under such Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the ObligationsDocument, including without limitationguarantee obligations, the Obligations arising under the Revolving Credit Facility, as are hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean confirmed and refer to such Obligations under the Credit Agreement reaffirmed and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documentsshall, except as expressly set forth herein herein, remain unmodified and shall be limited to the particular instance expressly set forthin full force and effect on a continuous basis. Each of Obligors confirms and agrees that the Loan Documents The Credit Agreement (as amended hereby) and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and other Loan Document shall continue to be, be in full force and effect and are hereby confirmed, reaffirmed and ratified in all respectsrespects ratified and confirmed. Without limiting the generality of the foregoing, each Borrower and each Guarantor (collectively, the “Grantors” and each a “Grantor”) reaffirms its obligations as a grantor under the Security Agreement, including without limitation the grant pursuant to Section 1 of the Security Agreement of a security interest to the Administrative Agent for the benefit of the Secured Parties in (and the collateral assignment to the Administrative Agent for the benefit of the Secured Parties of) the property and property rights constituting Collateral (as defined in Section 1 of the Security Agreement) of such Grantor or in which such Grantor has or may have or acquire an interest or the power to transfer rights therein, whether now owned or existing or hereafter created, acquired or arising and wheresoever located, as security for the payment and performance of such Grantor’s respective Secured Obligations (as defined in the Security Agreement), Without limiting the generality of the foregoing, as collateral security for the payment, performance and satisfaction of such Grantor’s respective Secured Obligations (as defined in the Security Agreement as in effect on the date hereof), each Grantor hereby grants to the Administrative Agent, for the benefit of the Secured Parties, a continuing security interest in (and collaterally assigns to the Administrative Agent, for the benefit of the Secured Parties) all Collateral (as defined in the Security Agreement as in effect on the date hereof) of such Grantor or in which such Grantor has or may have or acquire an interest or the power to transfer rights therein, whether now owned or existing or hereafter created, acquired or arising and wheresoever located.
Appears in 1 contract
Reaffirmation. Each In connection with the execution and delivery of Obligorsthis Amendment, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests (i) each of the undersigned Guarantors (in its properties under any of capacity as a Guarantor and as a Grantor) (a) hereby consents to this Amendment and the Loan Documents, transactions and modifications contemplated thereby and (b) hereby ratifies and reaffirms all the Guarantee and Collateral Agreement, including the guaranty of its the Obligations, contingent the grants of Liens on the Collateral to secure the Obligations, and the covenants and agreements contained therein and (ii) each of the undersigned Loan Parties reaffirms each Lien, if any, it granted pursuant to the Guarantee and Collateral Agreement and the other Security Documents to the Collateral Agent, which shall continue in full force and effect during the term of the Credit Agreement and any amendments, amendments and restatements, supplements or otherwiseother modifications thereof, under and shall continue to secure the Obligations, on and subject to the terms and conditions set forth in the Credit Agreement, the Guarantee and Collateral Agreement and the other Loan Documents. Without limiting the foregoing each Grantor hereby confirms that the Guarantee and Collateral Agreement and all other Security Documents, and all Collateral encumbered thereby or pursuant thereto continue to guarantee or secure, as the case may be, to the fullest extent possible in accordance with the applicable Security Documents, the payment and performance of all Obligations, subject, however, in each case, to the limitations set forth herein and therein, as applicable. Each Guarantor acknowledges and agrees that any of the Loan Documents to which it is a party and, to the extent it granted liens on or security interests in any of its properties pursuant to any Loan Document as security for the Obligations under or with respect to the Credit Agreement and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amended. Each of Obligors acknowledges that each of the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amended, and is hereby ratified and confirmed. The execution of this Agreement shall not operate as a novation, waiver of any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, and shall otherwise bound continue to be, in full force and effect and that all of its obligations thereunder continue to be valid and enforceable, shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Guarantor represents and warrants, as to itself only, that all representations and warranties contained in the Guarantee and Collateral Agreement are hereby confirmed, reaffirmed true and ratified correct in all respectsmaterial respects on and as of the date hereof to the same extent as though made on and as of the date hereof, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true and correct in all material respects on and as of such earlier date. For the purposes of this Section 2.2, the terms “Collateral” and “Obligations” shall have the meanings ascribed to such terms in the Guarantee and Collateral Agreement.
Appears in 1 contract
Reaffirmation. Each of Obligors, as maker, debtor, grantor, pledgor, assignor, obligor, or in other similar capacity in which it incurs obligations to Lender or grants liens or security interests in its properties under any of the Loan DocumentsParties hereby consents to the amendment of the Credit Agreement described in Section 1 of this Amendment and hereby confirms its respective obligations, hereby ratifies and reaffirms all of its Obligations, contingent or otherwiseas applicable, under and subject to the terms of each of the Loan Documents to which it is party, and confirms, agrees and acknowledges that, notwithstanding the consummation of this Amendment, such obligations, and the terms of each of the Loan Documents to which it is a party andparty, to the extent it granted liens on except as expressly modified by this Amendment, are not affected or security interests impaired in any of its properties pursuant manner whatsoever and shall continue to any Loan Document as security for the Obligations under or with respect to the Credit Agreement be in full force and the other Loan Documents, hereby ratifies and reaffirms such grant of liens and security interests and confirms and agrees that such liens and security interests hereafter secure all of the Obligations, including without limitation, the Obligations arising under the Revolving Credit Facility, as hereby amended, in each case as if each reference in such Loan Document to the obligations secured thereby are construed to hereafter mean and refer to such Obligations under the Credit Agreement and other Loan Documents, as hereby amendedeffect . Each of Obligors acknowledges that each the Loan Parties hereby further confirms its respective prior pledges and grants of security interests under and subject to the Loan Documents to which it is a party remains in full force and effect, continues to apply to the Obligations, including, but not limited to, the Obligations arising under the Revolving Credit Facility as hereby amendedparty, and is hereby ratified confirms, agrees and confirmed. The execution acknowledges that, notwithstanding the consummation of this Agreement shall Amendment, such prior guarantees, pledges, and grants of security interests are not operate as a novation, waiver of affected or impaired in any right, power or remedy of Lender nor constitute a waiver of any provision of any of the Loan Documents, except as expressly set forth herein and shall be limited to the particular instance expressly set forth. Each of Obligors confirms and agrees that the Loan Documents and each and every covenant, condition, obligation, representation (except those representations which relate only to a specific date, which are confirmed as of such date only), warranty and provisions set forth therein are, manner whatsoever and shall continue to be, be in full force and effect and shall also guarantee and secure all obligations as amended and reaffirmed pursuant to the Credit Agreement and this Amendment. Each of the Loan Parties confirms, acknowledges and agrees that the Lenders and the Additional Term B-1 Lender providing Term B-1 Loans are “Lenders” and “Secured Parties” for all purposes under the Loan Documents. For the avoidance of doubt, each Loan Party hereby confirmed, reaffirmed reaffirms the provisions of Section 2.1 of the Security Agreement and ratified agrees that all references in all respectsthe Security Agreement to the “Secured Obligations” shall include the Term B-1 Loans.
Appears in 1 contract
Samples: Credit Agreement (Cavium, Inc.)
