Existing Credit Agreement. (a) On the Closing Date, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.
Appears in 2 contracts
Samples: Revolving Credit Agreement (PBF Logistics LP), Revolving Credit Agreement (PBF Energy Co LLC)
Existing Credit Agreement. (a) On the Closing Date, This Agreement shall supersede the Existing Credit Agreement shall be amended and restated in its entirety by entirety, except as provided in this Agreementss.10.17. On the Exit Facility Date, the rights and obligations of the parties under the Existing Credit Agreement which remain Lenders hereunder shall thereafter be of no further force and effect, except that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under subsumed within and be evidenced governed by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is does not in any way intended to constitute a novation of extinguish the obligations and liabilities existing for the payment of money outstanding under the Existing Credit Agreement or evidence payment discharge or release the obligations under the Existing Credit Agreement or the lien or priority of all any mortgage, pledge, security agreement or any portion other security therefor. Nothing herein contained shall be construed as a substitution or novation of such the obligations outstanding under the Existing Credit Agreement or instruments securing the same, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Agreement shall be construed as a release or other discharge of the Borrowers or the Facility Guarantors under the Existing Credit Agreement from any of its obligations and liabilitiesliabilities thereunder. The Borrowers and the Facility Guarantors hereby confirm and agree that (a) except as modified hereby or by instruments executed concurrently herewith, each loan document to which it is a party and executed in connection with the Existing Credit Agreement shall constitute a "Loan Document" under this Agreement, and shall continue to be in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Exit Facility Date, all references in any such Loan Document to the "Security Agreement," "Credit Agreement," "thereto," "thereof," "thereunder" or words of like import referring to the Existing Credit Agreement shall mean the Existing Credit Agreement, as amended and restated by this Agreement, (b) to the extent that any such Loan Document purports to assign or pledge to the Collateral Agent a security interest in or lien on, any Collateral as security for the obligations of the Borrowers and the Facility Guarantors from time to time existing in respect of the Existing Credit Agreement and the Loan Documents, such pledge, assignment and/or grant of the security interest or lien is hereby ratified and confirmed in all respects, and (c) the UCC financing statements previously filed in connection with the Existing Credit Agreement and the other Security Documents shall remain in full force and effect and shall apply as of the Exit Facility Date with respect to the Obligations hereunder.
Appears in 2 contracts
Samples: Exit Credit Agreement (Footstar Inc), Exit Credit Agreement (Footstar Inc)
Existing Credit Agreement. (a) On the Closing Effective Date, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except replaced hereby; provided that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence “Commitments” of the lenders under the Existing Credit Agreement shall be superseded by this Agreement and terminated (except as otherwise expressly provided in Section 12.05(a) of the Existing Credit Agreement with respect to the survival of certain covenants and agreements made by the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan DocumentsAgreement), (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Effective Date, (iviii) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all ObligationsIndebtedness, and (viv) the Existing Credit Agreement shall continue to evidence and govern any action or omission performed or performed, required to be performed or approved pursuant to the Existing Credit Agreement prior to the Closing Effective Date (including including, without limitation, any failure, prior to the Closing Effective Date, to comply with the covenants contained in the Existing Credit Agreement)Agreement and any permitted releases of collateral) and any act, omission or event to occur or measured by any date or period of time commencing on, or including any date or period prior to, the Effective Date and (v) the terms and provisions of the Existing Credit Agreement shall continue in full force and effect to the extent provided in clause (d) of this Section 12.14. The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Effective Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.
Appears in 2 contracts
Samples: Credit Agreement (SM Energy Co), Credit Agreement (SM Energy Co)
Existing Credit Agreement. (a) On the Closing Second Restatement Effective Date and concurrently with the initial incurrence of Loans hereunder, (i) all Existing Revolving Loans shall have been repaid in full in cash, together with accrued but unpaid interest thereon, it being understood and agreed, however, that any Existing Lender may net fund any Revolving Loans required to be made by it on the Second Restatement Effective Date by permitting the principal amount of the Existing Revolving Loans made by such Existing Lender to remain outstanding on the Second Restatement Effective Date to satisfy such Existing Lender’s obligation to fund a like principal amount of Revolving Loans to be incurred hereunder by the Borrowers on the Second Restatement Effective Date, and for purposes of this Section 4.01(e) only such outstanding principal amount shall be deemed outstanding as Revolving Loans under this Agreement and such corresponding Existing Revolving Loans shall be deemed to have been so repaid in full, and (ii) there shall have been paid in cash in full all accrued but unpaid Fees under, and as defined in, the Existing Credit Agreement (including, without limitation any Facility Fees) accrued but unpaid prior to but excluding the Second Restatement Effective Date and all other amounts, costs and expenses (including, without limitation, breakage costs, if any, with respect to Eurodollar Loans thereunder) then owing to any of the Existing Lenders and/or the Administrative Agent, as agent under the Existing Credit Agreement, in each case to the satisfaction of the Administrative Agent or the Existing Lenders, as the case may be, regardless of whether or not such amounts would otherwise be due and payable at such time pursuant to the terms of the Existing Credit Agreement and (iii) all outstanding Notes (as defined in the Existing Credit Agreement) issued by Parent or Corp. to the Existing Lenders under the Existing Credit Agreement shall be amended deemed canceled. The occurrence of the Second Restatement Effective Date shall constitute a representation and restated warranty by each Borrower to the Agents and each of the Lenders that all the conditions specified in its entirety by Section 4.01 exist as of that time. All the Notes, certificates, legal opinions and other documents and papers referred to in this AgreementSection 4.01, and the Existing Credit Agreement unless otherwise specified, shall thereafter be of no further force and effect, except that the Borrower, delivered to the Administrative Agent and at the Administrative Agent’s Notice Office for the account of each of the Lenders agree that (i) and, except for the incurrence by the Borrower of “Obligations” under and as defined Notes, in the Existing Credit Agreement (whether or not such Obligations are contingent as sufficient counterparts for each of the Closing Date) Lenders and shall continue to exist under be satisfactory in form and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior substance to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement)Lenders. The amendments Administrative Agent shall give Parent, Corp. and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in each Lender written notice that the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilitiesSecond Restatement Effective Date has occurred.
Appears in 2 contracts
Samples: Credit Agreement (Mbia Inc), Credit Agreement (Mbia Inc)
Existing Credit Agreement. (a) On In connection with the Closing Date, amendment and restatement of the Existing Credit Agreement shall be amended and restated in its entirety by this Agreementpursuant hereto, and the Existing Credit Agreement shall thereafter be of no further force and effect, except that the Borrower, the Administrative Agent and Lenders shall, as of the Lenders agree that (i) Effective Date, make adjustments to the incurrence by outstanding principal amount of the Borrower of “ObligationsLoans” under and as defined in the Existing Credit Agreement (whether as such term is defined therein) (but not any interest accrued thereon prior to the Effective Date or not such Obligations are contingent as of the Closing Date) shall continue to exist any accrued commitment fees under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Effective Date), including the borrowing of additional Loans hereunder and the repayment of “Loans” under the Existing Credit Agreement (as such term is defined therein) plus all applicable accrued interest, fees and expenses as shall be necessary to provide for Loans by each Lender in proportion to, and in any event not in excess of, the amount of its relevant Commitments as of the Effective Date, (iv) except as expressly stated herein but in no event shall such adjustment of any Eurodollar Loans entitle any Lender to any reimbursement under Section 2.16 hereof or amended, amended and restated or otherwise modified, Section 2.16 of the other Loan Documents Existing Credit Agreement; provided that the foregoing is not intended to relieve Borrower for paying any such costs to lenders under the Existing Credit Agreement to the extent such lenders are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligationsnot Lenders under this Agreement, and each Lender shall be deemed to have made an assignment of its outstanding Loans and commitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments of other Lenders under the Existing Credit Agreement as may be necessary to effect the foregoing. In addition, as of the Effective Date (vi) the Existing Credit Agreement and the Commitments thereunder shall continue to evidence any action or omission performed or required to terminate and be performed pursuant to superseded by this Agreement, and (ii) the Existing Credit Agreement prior to Obligations of the Closing Date (including any failure, prior to Borrower hereunder are in renewal and extension of the Closing Date, to comply with obligations and indebtedness of the covenants contained in Borrower under the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.
Appears in 2 contracts
Samples: Credit Agreement, Credit Agreement (Plains Gp Holdings Lp)
Existing Credit Agreement. (a) On In connection with the Closing Date, amendment and restatement of the Existing Credit Agreement shall be amended and restated in its entirety by this Agreementpursuant hereto, and the Existing Credit Agreement shall thereafter be of no further force and effect, except that the Borrower, the Administrative Agent and the Lenders agree that (i) shall, as of the incurrence by Closing Date make adjustments to the Borrower outstanding principal amount of “ObligationsLoans” under and as defined in the Existing Credit Agreement (whether or as such term is defined therein) (but not such Obligations are contingent as of the Closing Date) shall continue any interest accrued thereon prior to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date or any accrued commitment fees under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Date), (iv) except as expressly stated herein or amended, amended including the borrowing of additional Loans hereunder and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any repayment of “DefaultLoans” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment (as such term is defined therein) plus all applicable accrued interest, fees and expenses as shall be necessary to provide for Loans by each Lender in proportion to, and in any event not in excess of, the amount of all or its Commitment as of the Closing Date, but in no event shall such adjustment of any portion Eurodollar Loans entitle any Lender to any reimbursement under Section 3.05 hereof; provided that the foregoing is not intended to relieve the Borrower for paying any such costs to lenders under the Existing Credit Agreement to the extent such lenders are not Lenders under this Agreement, and each Lender shall be deemed to have made an assignment of such obligations its outstanding Loans and liabilitiescommitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments of other Lenders under the Existing Credit Agreement as may be necessary to effect the foregoing.
Appears in 2 contracts
Samples: Credit Agreement (Energy Transfer Partners, L.P.), Credit Agreement (Energy Transfer Partners, L.P.)
Existing Credit Agreement. (a) On the Closing Datedate of this Agreement, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except replaced hereby; provided that the Borrower, the Administrative Agent and the Lenders agree that (i) on the incurrence by date of the initial funding of Loans hereunder, the loans and other Indebtedness of the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence be renewed, rearranged, modified and extended with the representations proceeds of the initial funding and warranties made by the Borrower in “Commitments” of the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) lenders under the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit superseded by this Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Dateterminated. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities. The terms and conditions of this Agreement and the Administrative Agent’s, the Lenders’ and the Issuing Banks’ rights and remedies under this Agreement and the other Loan Documents shall apply to all of the Indebtedness incurred under the Existing Credit Agreement and in respect of the Existing Letters of Credit. The undersigned hereby waive (i) any right to receive any notice of such termination, (ii) any right to receive any notice of prepayment of amounts owed under the Existing Credit Agreement, and (iii) any right to receive compensation under Section 5.02 of the Existing Credit Agreement in respect of Eurodollar Loans outstanding under the Existing Credit Agreement resulting from such rearrangement. Each Lender that was a party to the Existing Credit Agreement hereby agrees to return to the Borrower, with reasonable promptness, any promissory note delivered by the Borrower to such Lender in connection with the Existing Credit Agreement.
Appears in 2 contracts
Samples: Credit Agreement (Eagle Rock Energy Partners L P), Credit Agreement (Eagle Rock Energy Partners L P)
Existing Credit Agreement. (a) On The Administrative Agent shall have received satisfactory evidence that the Closing Dateoutstanding principal amount of and interest on the Existing Loans under, and all other amounts owing under or in respect of, the Existing Credit Agreement to any “Lender” thereunder (including any amounts owing pursuant to Section 2.15 of the Existing Credit Agreement as a result of such payment), shall be amended and restated have been (or shall simultaneously be) paid in its entirety by this Agreementfull, and all letters of credit issued under the Existing Credit Agreement shall thereafter have been (or shall be of no further force substantially simultaneously with the closing) returned, cancelled or deemed issued hereunder pursuant to Section 2.04(a), all commitments to extend credit thereunder shall have been terminated and effectall Guarantees in respect of, except that and all Liens securing, the Borrower, Existing Obligations shall have been released (or arrangement for such release satisfactory to the Administrative Agent shall have been made), in each case in a manner satisfactory to the Administrative Agent. To effect the foregoing payment, the Borrowers shall be deemed to have borrowed Loans from the Lenders and the Lenders agree shall be deemed to have made Loans to the Borrowers, so that after giving effect to such deemed Loans, (i) the incurrence Revolving Credit Loans shall be held by the Borrower of “Obligations” under and as defined Revolving Credit Lenders in the Existing Credit Agreement (whether or not such Obligations are contingent as of amounts set forth in the Closing Date) shall continue to exist under Commitment Schedule and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower Term Loans shall pay any breakage costs incurred on be held by the Closing Date Term Lenders in the amounts set forth in the Commitment Schedule, in each case in accordance with Section 2.01(a) and Section 2.01(b). Upon the effectiveness of the foregoing deemed payments and the receipt in immediately available funds by the Administrative Agent (in its capacity as the Administrative Agent under Section 3.5 of the Existing Credit Agreement, (iiiin such capacity, the “Existing Administrative Agent”) of all other amounts owing under or in respect of the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower as specified in the pay-off letter among the Existing Credit Agreement prior Administrative Agent and the Obligors to be entered into on or about the Closing DateInitial Funding Date (the “Pay-Off Letter”), (iv) except as expressly stated herein or amendedall Guarantees in respect of, amended and restated or otherwise modifiedall Liens securing, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement Obligations shall continue to evidence any action or omission performed or required to be performed concurrently released pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation terms of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.Pay-Off
Appears in 2 contracts
Samples: Credit Agreement (Carlyle Group L.P.), Credit Agreement (Carlyle Group L.P.)
Existing Credit Agreement. (a) On the Closing Datedate of this Credit Agreement, the Existing Credit Agreement shall be amended and restated in its entirety by this Credit Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except replaced hereby; provided that the BorrowerBorrowers, the Administrative Agent and the Lenders agree that (i) on the incurrence by the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as date of the Closing Date) shall continue to exist under initial funding of Loans hereunder, the loans and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 Indebtedness of the Existing Credit Agreement, (iii) Borrowers under the Existing Credit Agreement shall continue to evidence be renewed, rearranged, modified and extended with the representations proceeds of the initial funding and warranties made by the Borrower in “Commitments” of the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) lenders under the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing superseded by this Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Dateterminated. This Credit Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities. The terms and conditions of this Credit Agreement and the Administrative Agent’s, the Lenders’, the Swing Line Lenders’ and the L/C Issuers’ rights and remedies under this Credit Agreement and the other Credit Documents shall apply to all of the Indebtedness incurred under the Existing Credit Agreement and in respect of the Existing Letters of Credit. The undersigned hereby waive (i) advance notice of such termination, and (ii) advance notice of prepayment of amounts owed under the Existing Credit Agreement.
Appears in 1 contract
Existing Credit Agreement. (a) On the Closing Date, this Agreement shall supersede and replace in its entirety the Existing Credit Agreement; provided, however, that (a) all loans, letters of credit, and other indebtedness, obligations and liabilities outstanding under the Existing Credit Agreement on such date shall be amended continue to constitute Loans, Letters of Credit and restated in its entirety by other indebtedness, obligations and liabilities under this Agreement, (b) the execution and delivery of this Agreement or any of the Credit Documents hereunder shall not constitute a novation, refinancing or any other fundamental change in the relationship among the parties, (c) the Loans, Letters of Credit, and other indebtedness, obligations and liabilities outstanding hereunder, to the extent outstanding under the Existing Credit Agreement immediately prior to the Closing Date, shall thereafter be constitute the same loans, letters of no further force credit, and effectother indebtedness, except that obligations and liabilities as were outstanding under the Borrower, the Administrative Agent Existing Credit Agreement and the Lenders agree that (id) the incurrence by Liens securing the Borrower of “Obligations” under and (as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as Agreement) and the rights, duties, liabilities and obligations of the Closing Date) shall continue to exist Credit Parties under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence and the representations and warranties made by the Borrower in the Existing “Credit Agreement prior to the Closing Date, Documents” (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior Agreement) to which they are a party shall not be extinguished but shall be carried forward and shall secure the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations Obligations and liabilities existing under as amended, renewed, extended and restated hereby. The Lenders party to the Existing Credit Agreement or evidence payment agree among themselves to reallocate their respective Commitments (as defined in the Existing Credit Agreement) as contemplated by this Agreement. On the Closing Date and after giving effect to such reallocation and adjustment of all or any portion the Commitments, the Commitments of each Lender shall be as set forth on Schedule 1.1(a) hereto and each Lender shall own its Commitment Percentage of the outstanding Loans. The reallocation and adjustment to the Commitments of each Lender as contemplated by this Section 13.26 shall be deemed to have been consummated pursuant to the terms of an Assignment and Assumption as if each of the Lenders had executed an Assignment and Assumption with respect to such obligations reallocation and liabilitiesadjustment. The Borrower and the Administrative Agent hereby consent to such reallocation and adjustment of the Commitments.
Appears in 1 contract
Existing Credit Agreement. Upon payment in full of the "OBLIGATIONS" (a) On the Closing Date, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iiithe "EXISTING OBLIGATIONS") the Existing Credit Agreement shall continue to evidence the representations and warranties made as required by the Borrower in the Existing Credit Agreement prior SECTION 5.1(d) as a condition precedent to the Closing Datefirst Credit Event, (iv) except as expressly stated herein or amended, amended Borrower and restated or otherwise modified, the other Loan Documents those Lenders who are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant party to the Existing Credit Agreement prior to (the Closing Date "EXISTING LENDERS") agree as follows: (including any failure, prior to a) the Closing Date, to comply with the covenants contained in Existing Obligations arising under the Existing Credit Agreement). The amendments Agreement and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and the related "Loan Documents" (as defined in the Existing Credit Agreement existing prior Agreement, the "EXISTING LOAN DOCUMENTS"), other than any indebtedness and obligations described in the proviso to CLAUSE (b) below, shall be terminated and satisfied in full and the Closing Date. This Agreement is not Existing Lenders shall release and discharge Borrower from the Existing Obligations arising under the Existing Loan Agreement, the Existing Loan Documents, and any and all other claims, demands, causes of action of every kind and character (known or unknown) at law or in equity, arising out of or in any way intended related to constitute a novation the foregoing; and (b) Borrower hereby confirms that the Existing Credit Agreement and Existing Lenders' obligations to make advances and to fund the loan thereunder are terminated as of the obligations and liabilities existing under Effective Date; provided that, any provisions of the Existing Credit Agreement or evidence payment the Existing Loan Documents expressly intended to survive termination, shall survive repayment of the Existing Obligations and termination of the Existing Credit Agreement. Upon satisfaction of the Existing Obligations, Borrower shall release and discharge Existing Lenders from the Existing Credit Agreement and the Existing Loan Documents and any and all claims, demands, causes of action of every kind and character (known or unknown) at law or in equity, arising out of or in any portion way related to the foregoing. Nothing in this SECTION 12.16 shall be deemed to release, discharge, or modify the Obligation or Commitments under this Agreement and the related Loan Documents. REMAINDER OF PAGE INTENTIONALLY BLANK. SIGNATURE PAGE FOLLOWS. CREDIT AGREEMENT Signature Page to that certain Credit Agreement dated as of such obligations March 9, 1999, among Allied Capital Corporation, as Borrower, NationsBank, N.A., as Administrative Agent, and liabilitiescertain other Agents and Lenders named therein. ALLIED CAPITAL CORPORATION By /s/ KELLX X. XXXXXXXX -------------------------------- Name: KELLX X. XXXXXXXX -------------------------- Title: PRINCIPAL and TREASURER -------------------------- CREDIT AGREEMENT Signature Page to that certain Credit Agreement dated as of March 9, 1999, among Allied Capital Corporation, as Borrower, NationsBank, N.A., as Administrative Agent, and certain other Agents and Lenders named therein. NATIONSBANK, N.A., as Administrative Agent and as a Lender By /s/ SHELXX X. XXXXXX -------------------------------- Name: SHELXX X. XXXXXX -------------------------- Title: VICE PRESIDENT -------------------------- CREDIT AGREEMENT Signature Page to that certain Credit Agreement dated as of March 9, 1999, among Allied Capital Corporation, as Borrower, NationsBank, N.A., as Administrative Agent, and certain other Agents and Lenders named therein. BANKBOSTON, N.A., as a Lender By /s/ DEIRXXX X. XXXXXXX -------------------------------- Name: DEIRXXX X. XXXXXXX -------------------------- Title: VICE PRESIDENT -------------------------- CREDIT AGREEMENT Signature Page to that certain Credit Agreement dated as of March 9, 1999, among Allied Capital Corporation, as Borrower, NationsBank, N.A., as Administrative Agent, and certain other Agents and Lenders named therein. RIGGX XXXK N.A., as a Lender By /s/ DAVIX X. XXXXX -------------------------------- Name: DAVIX X. XXXXX -------------------------- Title: VICE PRESIDENT -------------------------- CREDIT AGREEMENT Signature Page to that certain Credit Agreement dated as of March 9, 1999, among Allied Capital Corporation, as Borrower, NationsBank, N.A., as Administrative Agent, and certain other Agents and Lenders named therein. FIRST UNION NATIONAL BANK, as a Lender By /s/ JANE X. XXXXXXX -------------------------------- Name: JANE X. XXXXXXX -------------------------- Title: SENIOR VICE PRESIDENT -------------------------- CREDIT AGREEMENT Signature Page to that certain Credit Agreement dated as of March 9, 1999, among Allied Capital Corporation, as Borrower, NationsBank, N.A., as Administrative Agent, and certain other Agents and Lenders named therein. CHEVY CHASE BANK, F.S.B., as a Lender By /s/ WILLXXX X. XXXXXX, XXI -------------------------------- Name: WILLXXX X. XXXXXX, XXI -------------------------- Title: VICE PRESIDENT -------------------------- CREDIT AGREEMENT 77 Signature Page to that certain Credit Agreement dated as of March 9, 1999, among Allied Capital Corporation, as Borrower, NationsBank, N.A., as Administrative Agent, and certain other Agents and Lenders named therein. CREDIT LYONNAIS NEW YORK BRANCH, as a Lender By /s/ W. JAY XXXXXXX -------------------------------- Name: W. JAY XXXXXXX -------------------------- Title: VICE PRESIDENT ------------------------- CREDIT AGREEMENT Signature Page to that certain Credit Agreement dated as of March 9, 1999, among Allied Capital Corporation, as Borrower, NationsBank, N.A., as Administrative Agent, and certain other Agents and Lenders named therein. BRANCH BANKING & TRUST CO., as a Lender By /s/ CORY XXXXX -------------------------------- Name: CORY XXXXX -------------------------- Title: VICE PRESIDENT ------------------------- CREDIT AGREEMENT Signature Page to that certain Credit Agreement dated as of March 9, 1999, among Allied Capital Corporation, as Borrower, NationsBank, N.A., as Administrative Agent, and certain other Agents and Lenders named therein. FIRSTRUST BANK, as a Lender By /s/ EDWAXX X'XXXXXX -------------------------------- Name: EDWAXX X'XXXXXX -------------------------- Title: EXECUTIVE VICE PRESIDENT ------------------------- CREDIT AGREEMENT Signature Page to that certain Credit Agreement dated as of March 9, 1999, among Allied Capital Corporation, as Borrower, NationsBank, N.A., as Administrative Agent, and certain other Agents and Lenders named therein. LASALLE NATIONAL BANK, as a Lender By /s/ DAVIX X. XXXXXX -------------------------------- Name: DAVIX X. XXXXXX -------------------------- Title: VICE PRESIDENT ------------------------- CREDIT AGREEMENT SCHEDULE 2 LENDERS AND COMMITMENTS ========================================================================================================================== REVOLVING FACILITY COMMITMENT UPFRONT NAME AND ADDRESS OF LENDERS COMMITTED PERCENTAGE FEE SUMS =========================================================================================================================== NationsBank, N.A. $ 52,500,000.00 16.666667% $131,250.00 Financial Services 901 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxx, Xxxxx 00000-0000 Xxtn: Shelxx X. Xxxxxx Xxl: 214-000-0000 Xxx: 214-000-0000 Xxail: shelxx.x.xxxxxx@xxxixxxxxxx.xxx --------------------------------------------------------------------------------------------------------------------------- BankBoston, N.A. $ 50,000,000.00 15.873016% $125,000.00 100 Xxxxxxx Xxxxxx Xxil Stop 01-10-08 Bostxx, XX 00000 Xxtn: Deirxxx Xxxxxxx Xxl: 617-000-0000 Xxx: 617-000-0000 Xxail: dmhoxxxxx@xxx.xxx --------------------------------------------------------------------------------------------------------------------------- First Union National Bank $ 50,000,000.00 15.873016% $125,000.00 One First Uniox Xxxxxx, XX0000 001 Xxxxx Xxxxxxx Xxxxxx Xxxxxxxxx, XX 00000 Xxtn: Raj Xxxx Xxl: 704-000-0000 Xxx: 704-000-0000 Xxail: raj.xxxx@xxxxxxx.xxxx.xxx --------------------------------------------------------------------------------------------------------------------------- Riggx Xxxk N.A. $ 50,000,000.00 15.873016% $125,000.00 808 00xx Xxxxxx XX 00xx Xxxxx Xxxxxxxxxx, XX 00000 Xxtn: Davix Xxxxx Xxl: 202-000-0000 Xxx: 202-000-0000 Xxail: davix_xxxxx@xxxxxxxxx.xxx --------------------------------------------------------------------------------------------------------------------------- CREDIT AGREEMENT - SCHEDULE 2 82 =========================================================================================================================== REVOLVING FACILITY COMMITMENT UPFRONT NAME AND ADDRESS OF LENDERS COMMITTED PERCENTAGE FEE SUMS =========================================================================================================================== Chevy Chase Bank, F.S.B. $ 30,000,000.00 9.523810% $ 60,000.00 8401 Xxxxxxxxxxx Xxxxxx 0xx Xxxxx Xxxxx Xxxxx, XX 00000 Xxtn: Willxxx Xxxxxx Xxl: 301-000-0000 Xxx: 301-000-0000 Xxail: wpalxxx@xxxxxxxxxxxxxx.xxx --------------------------------------------------------------------------------------------------------------------------- Credit Lyonnais New York Branch $ 30,000,000.00 9.523810% $ 60,000.00 1301 Xxxxxx xx xxx Xxxxxxxx 00xx Xxxxx Xxx Xxxx, XX 00000 Xxtn: W. Jay Xxxxxxx Xxl: 212-000-0000 Xxx: 212-000-0000 Xxail: buckxxx@xxxxxxxxxx.xxx --------------------------------------------------------------------------------------------------------------------------- Branch Banking & Trust Co. $ 25,000,000.00 7.936508% $ 37,500.00 110 X. Xxxxxxxxx Xxxx Xxxxx 000 Xxxxxxx-Xxxxx, XX 00000 Xxtn: Cory Xxxxx Xxl: 336-000-0000 Xxx: 336-000-0000 Xxail: cboyxx@xxxxxx.xxx --------------------------------------------------------------------------------------------------------------------------- LaSalle National Bank $ 20,000,000.00 6.349206% $ 30,000.00 135 Xxxxx XxXxxxx Xxxxxx Xxxxx 000 Xxxxxxx, XX 00000 Xxtn: Davix X. Xxxxxx Xxl: 312-000-0000 Xxx: 312-000-0000 Xxail: davix.xxxxxx@xxxxxxx.xxx --------------------------------------------------------------------------------------------------------------------------- Firstrust Bank $ 7,500,000.00 2.380952% $ 9,375.00 15 E. Xxxxx Xxxx Xxxxxxxxxxxx, XX 00000 Xxtn: Marixxx Xxxxxxxx Xxl: 610-000-0000 Xxx: 610-000-0000 Xxail: mmigxxxx@xxxxxxxxx.xxx =========================================================================================================================== Totals $ 315,000,000.00 100.00% $ 703,125.00 =========================================================================================================================== 83
Appears in 1 contract
Existing Credit Agreement. (a) On the Closing Date, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except that the Borrower, the Administrative Agent and the 143 Lenders agree that (i) the incurrence by the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 3.05 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.
Appears in 1 contract
Samples: Option Agreement and Permanent Easement Agreement (Antero Midstream Partners LP)
Existing Credit Agreement. The Borrower, the Lenders and the Administrative Agent agree that, upon (ai) On the Closing Dateexecution and delivery of this Agreement by each of the parties hereto and (ii) satisfaction (or waiver by the aforementioned parties) of the conditions precedent set forth in Section 4.1, the terms and provisions of the Existing Credit Agreement shall be amended and hereby are amended, superseded and restated in its their entirety by the terms and provisions of this Agreement, . This Agreement is not intended to and shall not constitute a novation of the Existing Credit Agreement shall thereafter be or the Indebtedness created thereunder. The commitment of no further force and effect, except each Lender that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower of “Obligations” under and as defined in is a party to the Existing Credit Agreement shall, on the effective date hereof, automatically be deemed amended and the only commitments shall be those hereunder. Without limiting the foregoing, upon the effectiveness hereof: (whether or not such Obligations a) all loans and letters of credit incurred under the Existing Credit Agreement which are contingent as of outstanding on the Closing Date) Date shall continue to exist as Loans and Letters of Credit under (and shall be evidenced governed by the terms of) this Agreement and the other Loan Documents, (iib) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower all references in the Existing Credit Agreement prior to the Closing Date, “Loan Documents” (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior Agreement) to the Closing Date. This “Administrative Agent”, the “Credit Agreement” and the “Loan Documents” shall be deemed to refer to the Administrative Agent, this Agreement is not in any way intended to constitute a novation of and the Loan Documents, (c) all obligations and liabilities existing constituting “Obligations” under the Existing Credit Agreement or evidence payment of all with any Lender or any portion Affiliate of any Lender which are outstanding on the Closing Date shall continue as Obligations under this Agreement and the other Loan Documents, and (d) the Administrative Agent shall make such obligations reallocations, sales, assignments or other relevant actions in respect of each Lender’s credit and liabilitiesloan exposure under the Existing Credit Agreement as are necessary in order that each such Lender’s Outstanding Revolving Credit Exposure hereunder reflects such Lender’s Pro Rata Share of the Aggregate Outstanding Revolving Credit Exposure on the Closing Date and the Borrower hereby agrees to compensate each Lender for any and all losses, costs and expenses incurred by such Lender in connection with the sale and assignment of any Eurodollar Loans on the terms and in the manner set forth in Section 3.4 hereof. The remainder of this page is intentionally blank.
Appears in 1 contract
Samples: Credit Agreement (Chemed Corp)
Existing Credit Agreement. The Borrower, the Lenders and the Administrative Agent agree that, upon (ai) On the Closing Dateexecution and delivery of this Agreement by each of the parties hereto and (ii) satisfaction (or waiver by the aforementioned parties) of the conditions precedent set forth in Section 4.1, the terms and provisions of the Existing Credit Agreement shall be amended and hereby are amended, superseded and restated in its their entirety by the terms and provisions of this Agreement, . This Agreement is not intended to and shall not constitute a novation of the Existing Credit Agreement shall thereafter be or the Indebtedness created thereunder. The commitment of no further force and effect, except each Lender that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower of “Obligations” under and as defined in is a party to the Existing Credit Agreement shall, on the Effective Date, automatically be deemed amended and the only commitments shall be those hereunder. Without limiting the foregoing, upon the effectiveness hereof: (whether or not such Obligations a) all loans and letters of credit incurred under the Existing Credit Agreement which are contingent as of outstanding on the Closing DateEffective Date (after giving effect to the payments described in clause (e) below) shall continue to exist as Loans and Letters of Credit under (and shall be evidenced governed by the terms of) this Agreement and the other Loan Documents, (iib) all references in the “Loan Documents” (as defined in the Existing Credit Agreement) to the “Administrative Agent”, the “Credit Agreement” and the “Loan Documents” shall be deemed to refer to the Administrative Agent, this Agreement and the Loan Documents, (c) all obligations constituting “Obligations” under the Existing Credit Agreement with any Lender or any Affiliate of any Lender which are outstanding on the Effective Date (after giving effect to the payments described in clause (e) below) shall continue as Obligations under this Agreement and the other Loan Documents, (d) the Borrower Administrative Agent shall pay any breakage costs incurred make such reallocations, sales, assignments or other relevant actions in respect of each Lender’s credit and loan exposure under the Existing Credit Agreement as are necessary in order that each such Lender’s Revolving Credit Exposure hereunder reflects such Lender’s ratable share of the aggregate Revolving Credit Exposures on the Closing Date Effective Date, and the Borrower hereby agrees to compensate each Lender (including each Departing Lender) for any and all losses, costs and expenses incurred by such Lender in connection with the sale and assignment of any Eurocurrency Loans on the terms and in the manner set forth in Section 2.16 hereof and (e) upon the effectiveness hereof, (i) all “Term Loans” outstanding under Section 3.5 of the Existing Credit Agreement, together with all accrued and unpaid interest thereon, shall be repaid in full and (iiiii) each Departing Lender’s “Revolving Loan Commitment” under the Existing Credit Agreement shall continue be terminated, each Departing Lender shall have received payment in full of all of the “Obligations” owing to evidence the representations and warranties made by the Borrower in it under the Existing Credit Agreement prior (other than obligations to the Closing Date, (iv) except as expressly stated herein or amended, amended pay fees and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect expenses with respect to all which the Borrower has not received an invoice, “Swap Obligations, ” and “Unliquidated Obligations” (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained as such terms are defined in the Existing Credit Agreement). The amendments ) and restatements set forth herein each Departing Lender shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Datebe a Lender hereunder. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.[Signature Pages Follow] 121
Appears in 1 contract
Existing Credit Agreement. The Borrower and the Lenders acknowledge (a) On the Closing Date, that the Existing Credit Agreement will remain outstanding until such time as the “Lloyd’s Letters of Credit” (as such term is defined in the Existing Credit Agreement) have been released or cancelled by Lloyd’s, as beneficiary, (b) that if the “Lloyd’s Letters of Credit” have not been released or cancelled by close of business March 31, 2011, that the Borrower shall be amended and restated in its entirety by this Agreement, and required to post collateral pursuant to the terms of the Existing Credit Agreement shall thereafter be of no further force and effect, except (c) that the Borrowerstock of Navigators will remain pledged to secure the obligations under the Existing Credit Agreement. Each Lender, the Administrative Agent and the Lenders agree that by execution hereof (i) agrees that the incurrence continued existence of the Existing Credit Agreement and collateralization of any obligations thereunder (including the Existing Credit Agreement Lien) as provided therein shall not constitute an Event of Default hereunder unless the Existing Credit Agreement has not terminated and all amounts due thereunder have not been paid on the date which is two Business Days after all “Lloyd’s Letters of Credit” issued thereunder are released or cancelled by Lloyd’s, as beneficiary and (ii) waives any “Event of Default” arising under the Borrower of “Obligations” under Existing Credit Agreement and the Pledge Agreement (as defined in the Existing Credit Agreement (whether or not such Obligations are contingent Agreement) as a result of the Closing Date) shall continue to exist under execution and be evidenced by performance of this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, the incurrence of “Indebtedness” (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained such term is defined in the Existing Credit Agreement). The amendments ) hereunder and restatements set forth herein shall not cure any breach thereof the pledge of the stock of Navigators or any “Default” or “Event of Default” under and as defined in other Collateral to secure the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilitiesObligations.
Appears in 1 contract
Existing Credit Agreement. In connection with the amendment and restatement of the Existing Credit Agreement pursuant hereto, Borrower, Administrative Agent and Lenders shall as of the Effective Date make adjustments to the outstanding principal amount of the “Loans” under the Existing Credit Agreement (aas such term is defined therein) On (but not any interest accrued thereon prior to the Closing Effective Date or any accrued commitment fees under the Existing Credit Agreement prior to the Effective Date), including the borrowing of additional Loans hereunder and the repayment of “Loans” under the Existing Credit Agreement (as such term is defined therein) plus all applicable accrued interest, fees and expenses as shall be necessary to provide for Loans by each Lender in proportion to, and in any event not in excess of, the amount of its relevant Commitments as of the Effective Date, but in no event shall such adjustment of any Eurodollar Loans entitle any Lender to any reimbursement under Section 2.16 hereof; provided that the foregoing is not intended to relieve Borrower for paying any such costs to lenders under the Existing Credit Agreement to the extent such lenders are not Lenders under this Agreement, and each Lender shall be deemed to have made an assignment of its outstanding Loans and commitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments of other Lenders under the Existing Credit Agreement as may be necessary to effect the foregoing. In addition, (i) each Letter of Credit outstanding under the Existing Credit Agreement shall be amended deemed to have been issued under this Agreement without further consideration or any fees under the Existing Credit Agreement; (ii) Borrower, on behalf of itself and restated in its entirety each Subsidiary that executes a Security Instrument pursuant to this Agreement, acknowledges and affirms the security interests and Liens granted by it under each of the Security Instruments; (iii) the Existing Credit Agreement and the Commitments thereunder shall terminate and be superseded by this Agreement, and (iv) the Obligations of the Borrower hereunder are in renewal and extension of the obligations and indebtedness of the Borrower under the Existing Credit Agreement. Notwithstanding anything contained herein to the contrary, in connection with the Amendment and Restatement of the Existing Credit Agreement shall thereafter be pursuant to the terms of no further force and effect, except that the Borrowerthis Agreement, the Administrative Agent and the Lenders agree have agreed to (a) terminate that certain Pledge and Security Agreement by DFI GP Holdings L.P. of a 100% membership interest in Texas Eastern Products Pipeline Company, LLC dated August 18, 2005, and to release any and all liens in connection therewith, (ib) the incurrence release 2,500,000 uncertificated Enterprise Products Partners L.P. common units of limited partnership interest (and any collateral related to such 2,500,000 units (such as, for example, distributions and proceeds thereof)) under that certain Pledge and Security Agreement by the Borrower DFI Delaware Holdings L.P. of “Obligations” 17,500,000 uncertificated Enterprise Products Partners L.P. common units dated August 18, 2005, and release any and all liens on such 2,500,000 uncertificated Enterprise Products Partners L.P. common units (and such related collateral), (c) release 4,941,059 Enterprise GP Holdings L.P. common units of limited partnership interest (and any collateral related to such 4,941,059 units (such as, for example, distributions and proceeds thereof)) under that certain Pledge and as defined Security Agreement by Dxxxxx Family Interests, Inc. of 70,941,059 Enterprise GP Holdings L.P. common units of limited partnership interest dated August 29, 2005, and release any and all liens on such 4,941,059 Enterprise GP Holdings L.P. common units of limited partnership interest (and such related collateral), granted in connection with the Existing Credit Agreement and (whether or not such Obligations are contingent as d) release that certain note in the original principal amount of $258,629,998.85 payable by DFI GP Holdings L.P. to Dxxxxx Family Interests, Inc. under that certain Pledge and Security Agreement by Dxxxxx Family Interests, Inc. of the Closing Date) shall continue to exist under and be evidenced notes payable by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.DFI GP Holdings L.P.
Appears in 1 contract
Samples: Credit Agreement (Duncan Dan L)
Existing Credit Agreement. The Borrower, the Lenders and the Administrative Agent agree that, upon (ai) On the Closing Dateexecution and delivery of this Agreement by each of the parties hereto and (ii) satisfaction (or waiver by the aforementioned parties) of the conditions precedent set forth in Section 4.1, the terms and provisions of the Existing Credit Agreement shall be amended and hereby are amended, superseded and restated in its their entirety by the terms and provisions of this Agreement, . This Agreement is not intended to and shall not constitute a novation of the Existing Credit Agreement shall thereafter be or the Indebtedness created thereunder. The commitment of no further force and effect, except each Lender that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower of “Obligations” under and as defined in is a party to the Existing Credit Agreement shall, on the Effective Date, automatically be deemed amended and the only commitments shall be those hereunder. Without limiting the foregoing, upon the effectiveness hereof: (whether or not such Obligations a) all loans and letters of credit incurred under the Existing Credit Agreement which are contingent as of outstanding on the Closing DateEffective Date (after giving effect to the payments described in clause (e) below) shall continue to exist as Loans and Letters of Credit under (and shall be evidenced governed by the terms of) this Agreement and the other Loan Documents, (iib) all references in the “Loan Documents” (as defined in the Existing Credit Agreement) to the “Administrative Agent”, the “Credit Agreement” and the “Loan Documents” shall be deemed to refer to the Administrative Agent, this Agreement and the Loan Documents, (c) all obligations constituting “Obligations” under the Existing Credit Agreement with any Lender or any Affiliate of any Lender which are outstanding on the Effective Date (after giving effect to the payments described in clause (e) below) shall continue as Obligations under this Agreement and the other Loan Documents, (d) the Borrower Administrative Agent shall pay any breakage costs incurred make such reallocations, sales, assignments or other relevant actions in respect of each Lender’s credit and loan exposure under the Existing Credit Agreement as are necessary in order that each such Lender’s Revolving Credit Exposure hereunder reflects such Lender’s ratable share of the aggregate Revolving Credit Exposures on the Closing Date Effective Date, and the Borrower hereby agrees to compensate each Lender (including each Departing Lender) for any and all losses, costs and expenses incurred by such Lender in connection with the sale and assignment of any Eurocurrency Loans on the terms and in the manner set forth in Section 2.16 hereof and (e) upon the effectiveness hereof, (i) all “Term Loans” outstanding under Section 3.5 of the Existing Credit Agreement, together with all accrued and unpaid interest thereon, shall be repaid in full and (iiiii) each Departing Lender’s “Revolving Loan Commitment” under the Existing Credit Agreement shall continue be terminated, each Departing Lender shall have received payment in full of all of the “Obligations” owing to evidence the representations and warranties made by the Borrower in it under the Existing Credit Agreement prior (other than obligations to the Closing Date, (iv) except as expressly stated herein or amended, amended pay fees and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect expenses with respect to all which the Borrower has not received an invoice, “Swap Obligations, ” and “Unliquidated Obligations” (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained as such terms are defined in the Existing Credit Agreement). The amendments ) and restatements set forth herein each Departing Lender shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Datebe a Lender hereunder. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.[Signature Pages Follow] Exhibit B Departing Lenders
Appears in 1 contract
Existing Credit Agreement. (a) On the Closing Effective Date, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreementas set forth herein. This Agreement and any Notes issued hereunder have been given in renewal, extension, rearrangement and increase, and not in extinguishment of the obligations under the Existing Credit Agreement shall thereafter be of no further force and effect, except that the Borrower, the Administrative Agent and the Lenders agree that (i) notes and other documents related thereto. This Agreement does not constitute a novation of the incurrence by obligations and liabilities under the Borrower Existing Credit Agreement or evidence repayment of any such obligations and liabilities. All Liens, deeds of trust, mortgages, assignments and security interests securing the Existing Credit Agreement and the obligations relating thereto are hereby ratified, confirmed, renewed, extended, brought forward and rearranged as security for the Indebtedness. None of the Liens and security interests created pursuant to the “ObligationsSecurity Instruments” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as released. The substantive rights and obligations of the Closing Date) parties hereto shall continue to exist under and be evidenced governed by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) rather than the Existing Credit Agreement shall continue to evidence and the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior and referred to herein as the Closing Date“Existing Loan Documents”). This Without limitation of any of the foregoing, (a) this Agreement is shall not in any way intended release or impair the rights, duties, Indebtedness (as defined in the Existing Credit Agreement) or Liens (as defined in the Existing Credit Agreement) created pursuant to constitute a novation the Existing Credit Agreement or any other Existing Loan Document or affect the relative priorities thereof, in each case to the extent in force and effect thereunder as of the Effective Date and except as modified hereby or by documents, instruments and agreements executed and delivered in connection herewith, and all of such rights, duties, Indebtedness and Liens are assumed, ratified and affirmed by each member of the Parent Group and each of the Guarantors; (b) all indemnification obligations of each member of the Parent Group and liabilities existing each of the Guarantors and any other co-borrower or guarantor under the Existing Credit Agreement and any other Existing Loan Documents shall survive the execution and delivery of this Agreement and shall continue in full force and effect for the benefit of the any Person indemnified under the Existing Credit Agreement or evidence payment any other Existing Loan Document at any time prior to the Effective Date; (c) the Indebtedness (as defined in the Existing Credit Agreement) incurred under the Existing Credit Agreement shall, to the extent outstanding on the Effective Date, continue outstanding under this Agreement and shall not be deemed to be paid, released, discharged or otherwise satisfied by the execution of all this Agreement, and this Agreement shall not constitute a refinancing, substitution or novation of such Indebtedness or any portion of such the other rights, duties and obligations of the parties hereunder, and liabilitiesthe terms “Indebtedness”, “Obligations” or similar terms as they are used in the Loan Documents shall include the Indebtedness (as defined in the Existing Credit Agreement) as increased, amended and restated under this Agreement; (d) any and all references to the Existing Credit Agreement in any Security Instrument or other Loan Document shall, without further action of the parties, be deemed a reference to the Existing Credit Agreement, as amended and restated by this Agreement, and as this Agreement shall be further amended, restated, supplemented or otherwise modified from time to time; and (e) the Liens granted pursuant to the Security Instruments (as defined in the Existing Credit Agreement) to which any Credit Party is a party shall continue without any diminution thereof and shall remain in full force and effect on and after the Effective Date.
Appears in 1 contract
Samples: Credit Agreement (Chord Energy Corp)
Existing Credit Agreement. (a) On In connection with the Closing Date, amendment and restatement of the Existing Credit Agreement shall be amended and restated in its entirety by this Agreementpursuant hereto, and the Existing Credit Agreement shall thereafter be of no further force and effect, except that the Borrower, the Administrative Agent and Lenders shall as of the Lenders agree that (i) Effective Date make adjustments to the incurrence by the Borrower outstanding principal amount of “ObligationsLoans” under and as defined in the Existing Credit Agreement (whether as such term is defined therein) (but not any interest accrued thereon prior to the Effective Date or not such Obligations are contingent as of the Closing Date) shall continue to exist any accrued commitment fees under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Effective Date), (iv) except as expressly stated herein or amended, amended including the borrowing of additional Loans hereunder and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any repayment of “DefaultLoans” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment (as such term is defined therein) plus all applicable accrued interest, fees and expenses as shall be necessary to provide for Loans by each Lender in proportion to, and in any event not in excess of, the amount of all or its Commitment as of the Effective Date, but in no event shall such adjustment of any portion Eurodollar Loans entitle any Lender to any reimbursement under Section 2.16 hereof; provided that the foregoing is not intended to relieve Borrower for paying any such costs to lenders under the Existing Credit Agreement to the extent such lenders are not Lenders under this Agreement, and each Lender shall be deemed to have made an assignment of such obligations its outstanding Loans and liabilitiescommitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments of other Lenders under the Existing Credit Agreement as may be necessary to effect the foregoing.
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Existing Credit Agreement. (a) On Upon the Closing Datesatisfaction of all conditions precedent to the effectiveness of this Agreement, this Agreement amends and restates the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, entirety. Notwithstanding such amendment and restatement or anything in any other Loan Document entered into prior to the Existing Credit Agreement shall thereafter be of no further force and effect, except that the Borrower, the Administrative Agent and the Lenders agree that date hereof (i) the incurrence by the Borrower of “Obligations” under and as such term is defined in the Existing Credit Agreement and referred to herein, collectively, as the “Existing Loan Documents”), the parties hereto agree that and confirm that (whether or not such Obligations are contingent as a) all of the Closing Date) shall continue to exist indebtedness, liabilities and obligations owing by Borrower or any other Person under and be evidenced by this the Existing Credit Agreement and the other Existing Loan DocumentsDocuments shall continue as indebtedness, liabilities and obligations owing hereunder and thereunder and (iib) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 this Agreement is given as an amendment and substitution of, and not as a novation, discharge, termination or payment of the Existing Credit Agreementindebtedness, (iii) the Existing Credit Agreement shall continue to evidence the representations liabilities and warranties made by the obligations of Borrower in the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing other Person under the Existing Credit Agreement or evidence any other Existing Loan Document, and neither the execution and delivery of this Agreement nor the consummation of any other transaction contemplated hereunder is intended to constitute a novation, discharge, termination or payment of all the Existing Credit Agreement or of any of the other Existing Loan Documents or any portion indebtedness, liabilities or obligations owing thereunder. On the Closing Date, (i) the commitment of such obligations any “Lender” under the Existing Credit Agreement that is not continuing as a Lender hereunder shall terminate, and liabilities(ii) Administrative Agent shall reallocate the Commitments hereunder to reflect the terms hereof.
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Existing Credit Agreement. (a) On the Closing Effective Date, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except replaced hereby; provided that the Borrower, the Administrative Agent and the Lenders agree that (i) on the incurrence date of the initial funding of Loans hereunder, the loans and other Debt of the Borrower under the Existing Credit Agreement shall be renewed, rearranged, modified and extended with the proceeds of the initial funding and the “Commitments” of the lenders under the Existing Credit Agreement shall be superseded by this Agreement and terminated (except as otherwise expressly provided in Section 12.05(a) of the Existing Credit Agreement with respect to the survival of certain covenants and agreements made by the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan DocumentsAgreement), (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Effective Date, (iviii) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all ObligationsIndebtedness, and (viv) the Existing Credit Agreement shall continue to evidence and govern any action or omission performed or performed, required to be performed or approved pursuant to the Existing Credit Agreement prior to the Closing Effective Date (including including, without limitation, any failure, prior to the Closing Effective Date, to comply with the covenants contained in the Existing Credit Agreement)Agreement and any permitted releases of collateral) and any act, omission or event to occur or measured by any date or period of time commencing on, or including any date or period prior to, the Effective Date and (v) the terms and provisions of the Existing Credit Agreement shall continue in full force and effect to the extent provided in clause (d) of this Section 12.14. The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Effective Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.
Appears in 1 contract
Samples: Credit Agreement (SM Energy Co)
Existing Credit Agreement. (a) On the Closing Effective Date, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except replaced hereby; provided that the Borrower, the Administrative Agent and the Lenders agree that (i) on the incurrence date of the initial funding of Loans hereunder, the loans and other Debt of the Borrower under the Existing Credit Agreement shall be renewed, rearranged, modified and extended with the proceeds of the initial funding and the “Commitments” of the lenders under the Existing Credit Agreement shall be superseded by this Agreement and terminated (except as otherwise expressly provided in Section 12.05(a) of the Existing Credit Agreement with respect to the survival of certain covenants and agreements made by the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan DocumentsAgreement), (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Effective Date, (iviii) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all ObligationsIndebtedness, and (viv) the Existing Credit Agreement shall continue to evidence and govern any action or omission performed or performed, required to be performed or approved pursuant to the Existing Credit Agreement prior to the Closing Effective Date (including including, without limitation, any failure, prior to the Closing Effective Date, to comply with the covenants contained in the Existing Credit Agreement)Agreement and any permitted releases of collateral) and any act, omission or event to occur or measured by any date or period of time commencing on, or including any date or period prior to, the Effective Date and (v) the terms and provisions of the Existing Credit Agreement shall continue in full force and effect to the extent provided in clause (d) of this Section 12.14. The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Effective Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.
Appears in 1 contract
Existing Credit Agreement. In connection with the amendment and restatement of the Existing Credit Agreement pursuant hereto, Borrower, Administrative Agent and Lenders shall as of the Effective Date make adjustments to the outstanding principal amount of the “Loans” under the Existing Credit Agreement (aas such term is defined therein) On (but not any interest accrued thereon prior to the Closing Effective Date or any accrued commitment fees under the Existing Credit Agreement prior to the Effective Date), including the borrowing of additional Loans hereunder and the repayment of “Loans” under the Existing Credit Agreement (as such term is defined therein) plus all applicable accrued interest, fees and expenses as shall be necessary to provide for Loans by each Lender in proportion to, and in any event not in excess of, the amount of its relevant Commitments as of the Effective Date, but in no event shall such adjustment of any Eurodollar Loans entitle any Lender to any reimbursement under Section 2.16 hereof; provided that the foregoing is not intended to relieve Borrower for paying any such costs to lenders under the Existing Credit Agreement to the extent such lenders are not Lenders under this Agreement, and each Lender shall be deemed to have made an assignment of its outstanding Loans and commitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments of other Lenders under the Existing Credit Agreement as may be necessary to effect the foregoing. In addition, (i) each Letter of Credit outstanding under the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower of “Obligations” deemed to have been issued under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay without further consideration or any breakage costs incurred on the Closing Date fees under Section 3.5 of the Existing Credit Agreement, ; (ii) Borrower acknowledges and affirms the security interests and Liens granted by it under each of the Security Instruments; (iii) the Existing Credit Agreement and the Commitments thereunder shall continue to evidence the representations terminate and warranties made be superseded by the Borrower in the Existing Credit Agreement prior to the Closing Datethis Agreement, and (iv) except as expressly stated herein or amended, amended the Obligations of the Borrower hereunder are in renewal and restated or otherwise modified, extension of the other Loan Documents are ratified obligations and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) indebtedness of the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in Borrower under the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.
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Existing Credit Agreement. (a) On the Closing Datedate of this Agreement, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except replaced hereby; provided that the Borrower, the Administrative Agent and the Lenders agree that (i) on the incurrence by date of the initial funding of Loans hereunder, the loans and other Indebtedness of the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence be renewed, rearranged, modified and extended with the representations proceeds of the initial funding and warranties made by the Borrower in “Commitments” of the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) lenders under the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit superseded by this Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Dateterminated. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities. The terms and conditions of this Agreement and the Administrative Agent’s and the Lenders’ rights and remedies under this Agreement and the other Loan Documents shall apply to all of the Indebtedness incurred under the Existing Credit Agreement. The undersigned hereby waive (i) any right to receive any notice of such termination, (ii) any right to receive any notice of prepayment of amounts owed under the Existing Credit Agreement, and (iii) any right to receive compensation under Section 5.02 of the Existing Credit Agreement in respect of Eurodollar Loans outstanding under the Existing Credit Agreement resulting from such rearrangement. Each Lender that was a party to the Existing Credit Agreement hereby agrees to return to the Borrower, with reasonable promptness, any promissory note delivered by the Borrower to such Lender in connection with the Existing Credit Agreement.
Appears in 1 contract
Samples: Second Lien Credit Agreement (Kodiak Oil & Gas Corp)
Existing Credit Agreement. The Borrower, the Lenders and the Administrative Agent agree that, upon (ai) On the Closing Dateexecution and delivery of this Agreement by each of the parties hereto and (ii) satisfaction (or waiver by the aforementioned parties) of the conditions precedent set forth in Section 4.1, the terms and provisions of the Existing Credit Agreement shall be amended and hereby are amended, superseded and restated in its their entirety by the terms and provisions of this Agreement, . This Agreement is not intended to and shall not constitute a novation of the Existing Credit Agreement shall thereafter be or the Indebtedness created thereunder. The commitment of no further force and effect, except each Lender that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower of “Obligations” under and as defined in is a party to the Existing Credit Agreement shall, on the Effective Date, automatically be deemed amended and the only commitments shall be those hereunder. Without limiting the foregoing, upon the effectiveness hereof: (whether or not such Obligations a) all loans and letters of credit incurred under the Existing Credit Agreement which are contingent as of outstanding on the Closing DateEffective Date (after giving effect to the payments described in clause (e) below) shall continue to exist as Loans and Letters of Credit under (and shall be evidenced governed by the terms of) this Agreement and the other Loan Documents, (iib) all references in the “Loan Documents” (as defined in the Existing Credit Agreement) to the “Administrative Agent”, the “Credit Agreement” and the “Loan Documents” shall be deemed to refer to the Administrative Agent, this Agreement and the Loan Documents, (c) all obligations constituting “Obligations” under the Existing Credit Agreement with any Lender or any Affiliate of any Lender which are outstanding on the Effective Date (after giving effect to the payments described in clause (e) below) shall continue as Obligations under this Agreement and the other Loan Documents, (d) the Borrower Administrative Agent shall pay any breakage costs incurred make such reallocations, sales, assignments or other relevant actions in respect of each Lender’s credit and loan exposure under the Existing Credit Agreement as are necessary in order that each such Lender’s Revolving Credit Exposure hereunder reflects such Lender’s ratable share of the aggregate Revolving Credit Exposures on the Closing Date Effective Date, and the Borrower hereby agrees to compensate each Lender (including each Departing Lender) for any and all losses, costs and expenses incurred by such Lender in connection with the sale and assignment of any Eurocurrency Loans on the terms and in the manner set forth in Section 2.16 hereof and (e) upon the effectiveness hereof, (i) all “Term Loans” outstanding under Section 3.5 of 160 the Existing Credit Agreement, together with all accrued and unpaid interest thereon, shall be repaid in full and (iiiii) each Departing Lender’s “Revolving Loan Commitment” under the Existing Credit Agreement shall continue be terminated, each Departing Lender shall have received payment in full of all of the “Obligations” owing to evidence the representations and warranties made by the Borrower in it under the Existing Credit Agreement prior (other than obligations to the Closing Date, (iv) except as expressly stated herein or amended, amended pay fees and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect expenses with respect to all which the Borrower has not received an invoice, “Swap Obligations, ” and “Unliquidated Obligations” (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained as such terms are defined in the Existing Credit Agreement). The amendments ) and restatements set forth herein each Departing Lender shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Datebe a Lender hereunder. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.[Signature Pages Follow]
Appears in 1 contract
Existing Credit Agreement. (ai) On Any outstanding "Loans" (as defined in the Closing Existing Credit Agreement) shall have been refunded with the proceeds of the Loans hereunder and all other Indebtedness and other amounts (to the extent invoiced prior to the Effective Date, ) owing by the Company or any other Loan Party under the Existing Credit Agreement and any instrument or document delivered in connection therewith shall be amended have been paid in full and restated (ii) to the extent requested by the Administrative Agent, the Administrative Agent shall have received appropriately executed termination statements and releases, in its entirety by this proper form for filing in the relevant jurisdictions, in respect of the security interests granted pursuant to the "Loan Documents" under and as defined in the Existing Credit Agreement, and . Without affecting any terms of the Existing Credit Agreement shall thereafter be of no further force and effect, except that or the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower of “Obligations” other "Loan Documents" under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as which expressly survive the termination thereof, each of the Closing Date) shall continue Administrative Agent and each Lender party to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower hereby waives any requirement of advance notice of commitment termination contained in the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modifiedeach of Holdings, the other Loan Documents are ratified Company, the Administrative Agent and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) each Lender hereby agrees that the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to and the Existing Credit Agreement prior to the Closing Date (including any failurecommitments thereunder, prior to the Closing Date, to comply together with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” "Loan Documents" under and as defined in the Existing Credit Agreement existing prior to and all Liens and other security interests created thereby, shall terminate simultaneously with the Closing Date. This Agreement is not in any way intended to constitute a novation satisfaction of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.conditions to effectiveness set forth in this Section 5.1. (d)
Appears in 1 contract
Existing Credit Agreement. The Borrower, the Lenders and the Administrative Agent agree that, upon (ai) On the Closing Dateexecution and delivery of this Agreement by each of the parties hereto and (ii) satisfaction (or waiver by the aforementioned parties) of the conditions precedent set forth in Section 4.01, the terms and provisions of the Existing Credit Agreement shall be amended and hereby are amended, superseded and restated in its their entirety by the terms and provisions of this Agreement, . This Agreement is not intended to and shall not constitute a novation of the Existing Credit Agreement shall thereafter be or the Indebtedness created thereunder. The commitment of no further force and effect, except each Lender that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower of “Obligations” under and as defined in is a party to the Existing Credit Agreement (whether or not such Obligations are contingent excluding the Departing Lenders (as of defined below), the “Continuing Lenders”) shall, on the Closing Date, automatically be deemed amended and the only commitments shall be those hereunder. Without limiting the foregoing, upon the effectiveness hereof: (a) all loans and letters of credit incurred under the Existing Credit Agreement which are outstanding on the Closing Date shall continue to exist as Loans and Letters of Credit under (and shall be evidenced governed by the terms of) this Agreement and the other Loan Documents, (iib) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower all references in the Existing Credit Agreement prior to the Closing Date, “Loan Documents” (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior Agreement) to the Closing Date. This “Administrative Agent”, the “Credit Agreement” and the “Loan Documents” shall be deemed to refer to the Administrative Agent, this Agreement is not in any way intended to constitute a novation of and the Loan Documents, (c) all obligations and liabilities existing under the Existing Credit Agreement with any Continuing Lender or evidence any Affiliate of any Continuing Lender which are outstanding on the Closing Date shall continue as obligations under this Agreement and the other Loan Documents, and (d) the Administrative Agent shall make such reallocations, sales, assignments or other relevant actions in respect of each Continuing Lender’s credit and loan exposure under the Existing Credit Agreement as are necessary in order that each such Continuing Lender’s Credit Exposure hereunder reflects such Continuing Lender’s ratable share of the aggregate Credit Exposures on the Closing Date, and, to the extent requested by any Continuing Lender, the Borrower hereby agrees to compensate such Continuing Lender for any and all losses, costs and expenses incurred by such Lender in connection with the sale and assignment of any SOFR Loans on the terms and in the manner set forth in Section 3.05 hereof. In addition, MUFG Bank, Ltd., KeyBank National Association and Xxxxxxx Sachs Bank USA (collectively, the “Departing Lenders”, each being a “Departing Lender”) desires to assign all of its rights and obligations as a Lender under the Existing Credit Agreement to the Continuing Lenders and/or the incoming lenders that are not party to the Existing Credit Agreement (such incoming lenders, collectively, the “Incoming Lenders”, each being an “Incoming Lender”)), and to no longer be a party to the Existing Credit Agreement, all as of the Closing Date. Each of the Administrative Agent, the Continuing Lenders, the Incoming Lenders and the Borrower hereby consents to (i) the reallocation of the Commitments as set forth herein and (ii) the Departing Lender’s assignment of its rights, interests, liabilities and obligations under the Existing Credit Agreement. On the Closing Date and after giving effect to such reallocation and assignment, the Commitment of the Departing Lender shall terminate, the Departing Lender shall cease to be a party to the Existing Credit Agreement and the Commitment of each Continuing Lender and Incoming Lender shall be as set forth on Schedule 2.01 attached to this Agreement. Each Continuing Lender and Incoming Lender hereby consents to the Commitments set forth on Schedule 2.01 attached to this Amendment. The reallocation of the aggregate Commitment among the Continuing Lenders and the Incoming Lenders, including the assignment by the Departing Lender of all of its respective rights, interests, liabilities and obligations under the Existing Credit Agreement to the Continuing Lenders and/or the Incoming Lenders, shall be deemed to have been consummated pursuant to the terms of the Assignment and Assumption attached as Exhibit E to the Existing Credit Agreement as if the Lenders, including the Departing Lender, had executed an Assignment and Assumption with respect to such reallocation and no other documents or instruments shall be, or shall be required to be, executed in connection with such assignments (all of which are hereby waived); provided after giving effect to such reallocation, the Departing Lender shall receive on the Closing Date payment of an amount equal to the outstanding principal of its Loans and participations in Letters of Credit, accrued interest thereon, accrued fees and all or other amounts payable to it under the Existing Credit Agreement and the other Loan Documents, including, without limitation, compensation for any portion and all losses, costs and expenses incurred by such Departing Lender in connection with the sale and assignment of any LIBOR Rate Loans (as defined in the Existing Credit Agreement) and such obligations reallocation described above, in each case on the terms and liabilities.in the manner set forth in Section 3.05 hereof. The Administrative Agent hereby waives the $3,500 assignment fee set forth in Section 10.06(b)(iv) of the Existing Credit Agreement with respect to the assignments and reallocations contemplated by this Article XI. 112
Appears in 1 contract
Samples: Credit Agreement (Tri-State Generation & Transmission Association, Inc.)
Existing Credit Agreement. (a) On the Closing DateAny amendment, waiver or other modification of the Existing Credit Agreement shall be amended and restated required in its entirety by connection with this Agreement, the Acquisition, the Merger or any other Transaction shall have become effective and shall be satisfactory in all respects to the Banks. The Administrative Agent shall notify the Borrower and the Existing Credit Agreement Banks of the Acquisition Date, and such notice shall thereafter be conclusive and binding. All proceeds of no further force and effect, except that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence any commercial paper issued by the Borrower on or after the Effective Date but prior to the Acquisition Date shall to the extent that after giving effect to the issuance of “Obligations” such commercial paper (and to any repayment of commercial paper of the Borrower on the date of such issuance) the aggregate outstanding principal amount of commercial paper of the Borrower is in excess of the difference between the aggregate commitments under and as defined in the Existing Credit Agreement (whether and/or any amendment of, supplement to or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 replacement of the Existing Credit Agreement, ) and the aggregate outstanding principal amount of the loans outstanding thereunder be held in an account of the Borrower maintained with the Administrative Agent pursuant to an account agreement satisfactory to the Borrower and the Administrative Agent and shall (iiia) be made available to the Borrower solely to finance (i) the Existing refinancing of the IBP Credit Agreement and other Indebtedness of IBP on or after the date when the condition set forth in paragraph (h) shall continue to evidence have been satisfied and (ii) the representations consummation of the Tender Offer and warranties made by the Borrower related Transactions on the date on which all the conditions set forth in the Existing Credit Agreement paragraphs (h) through (l) are satisfied, or (b) if all such conditions are not satisfied on or prior to the Closing DateMarch 30, (iv) except as expressly stated herein or amended2001, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” earlier date on which the Commitments shall have terminated, be applied solely to repay such commercial paper as it matures and all Obligations that may from time to time be outstanding on or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all after March 30, 2001, or any portion of such obligations and liabilitiesearlier date on which the Commitments shall have terminated. SECTION 5.02.
Appears in 1 contract
Samples: Credit Agreement (Tyson Foods Inc)
Existing Credit Agreement. (a) On the Closing Date, Date the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except that the BorrowerBorrowers, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower Borrowers of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall Lenders party hereto waive the requirement that the Borrowers pay any breakage costs incurred on the Closing Date to such Lenders under Section 3.5 3.9 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.
Appears in 1 contract
Samples: Loan and Security Agreement (Par Pacific Holdings, Inc.)
Existing Credit Agreement. (a) On the Closing Effective Date, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except replaced hereby; provided that the Borrower, the Administrative Agent and the Lenders agree that (i) on the incurrence date of the initial funding of Loans hereunder, the loans and other Debt of the Borrower under the Existing Credit Agreement shall be renewed, rearranged, modified and extended with the proceeds of the initial funding and the “Commitments” of the lenders under the Existing Credit Agreement shall be superseded by this Agreement and terminated (except as otherwise expressly provided in Section 12.05(a) of the Existing Credit Agreement with respect to the survival of certain covenants and agreements made by the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan DocumentsAgreement), (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Effective Date, (iviii) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all ObligationsIndebtedness, and (viv) the Existing Credit Agreement shall continue to evidence and govern any action or omission performed or performed, required to be performed or approved pursuant to the Existing Credit Agreement prior to the Closing Effective Date Houston 3921802v.12 (including including, without limitation, any failure, prior to the Closing Effective Date, to comply with the covenants contained in the Existing Credit Agreement)Agreement and any permitted releases of collateral) and any act, omission or event to occur or measured by any date or period of time commencing on, or including any date or period prior to, the Effective Date and (v) the terms and provisions of the Existing Credit Agreement shall continue in full force and effect to the extent provided in clause (d) of this Section 12.14. The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Effective Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.
Appears in 1 contract
Existing Credit Agreement. (a) On the Closing Datedate of this Agreement, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except replaced hereby; provided that the Borrower, the Administrative Agent and the Lenders agree that (i) on the incurrence by date of the initial funding of Loans hereunder, the loans and other Indebtedness of the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence be renewed, rearranged, modified and extended with the representations proceeds of the initial 104 funding and warranties made by the Borrower in “Commitments” of the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) lenders under the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit superseded by this Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Dateterminated. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities. The terms and conditions of this Agreement and the Administrative Agent’s, the Lenders’ and the Issuing Banks’ rights and remedies under this Agreement and the other Loan Documents shall apply to all of the Indebtedness incurred under the Existing Credit Agreement and in respect of the Existing Letters of Credit. The undersigned hereby waive (i) any right to receive any notice of such termination, (ii) any right to receive any notice of prepayment of amounts owed under the Existing Credit Agreement, and (iii) any right to receive compensation under Section 5.02 of the Existing Credit Agreement in respect of Eurodollar Loans outstanding under the Existing Credit Agreement resulting from such rearrangement. Each Lender that was a party to the Existing Credit Agreement hereby agrees to return to the Borrower, with reasonable promptness, any promissory note delivered by the Borrower to such Lender in connection with the Existing Credit Agreement.
Appears in 1 contract
Existing Credit Agreement. The Borrower, the Lenders and the Administrative Agent agree that, upon (ai) On the Closing Dateexecution and delivery of this Agreement by each of the parties hereto and (ii) satisfaction (or waiver by the aforementioned parties) of the conditions precedent set forth in Section 4.1, the terms and provisions of the Existing Credit Agreement shall be amended and hereby are amended, superseded and restated in its their entirety by the terms and provisions of this Agreement, . This Agreement is not intended to and shall not constitute a novation of the Existing Credit Agreement shall thereafter be or the Indebtedness created thereunder. The commitment of no further force and effect, except each Lender that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower of “Obligations” under and as defined in is a party to the Existing Credit Agreement shall, on the Effective Date, automatically be deemed amended and the only Table of Contents commitments shall be those hereunder. Without limiting the foregoing, upon the effectiveness hereof: (whether or not such Obligations a) all loans and letters of credit incurred under the Existing Credit Agreement which are contingent as of outstanding on the Closing DateEffective Date (after giving effect to the payments described in clause (e) below) shall continue to exist as Loans and Letters of Credit under (and shall be evidenced governed by the terms of) this Agreement and the other Loan Documents, (iib) all references in the “Loan Documents” (as defined in the Existing Credit Agreement) to the “Administrative Agent”, the “Credit Agreement” and the “Loan Documents” shall be deemed to refer to the Administrative Agent, this Agreement and the Loan Documents, (c) all obligations constituting “Obligations” under the Existing Credit Agreement with any Lender or any Affiliate of any Lender which are outstanding on the Effective Date (after giving effect to the payments described in clause (e) below) shall continue as Obligations under this Agreement and the other Loan Documents, (d) the Borrower Administrative Agent shall pay any breakage costs incurred make such reallocations, sales, assignments or other relevant actions in respect of each Lender’s credit and loan exposure under the Existing Credit Agreement as are necessary in order that each such Lender’s Revolving Credit Exposure hereunder reflects such Lender’s ratable share of the aggregate Revolving Credit Exposures on the Closing Date Effective Date, and the Borrower hereby agrees to compensate each Lender (including each Departing Lender) for any and all losses, costs and expenses incurred by such Lender in connection with the sale and assignment of any Eurocurrency Loans on the terms and in the manner set forth in Section 2.16 hereof and (e) upon the effectiveness hereof, (i) all “Term Loans” outstanding under Section 3.5 of the Existing Credit Agreement, together with all accrued and unpaid interest thereon, shall be repaid in full and (iiiii) each Departing Lender’s “Revolving Loan Commitment” under the Existing Credit Agreement shall continue be terminated, each Departing Lender shall have received payment in full of all of the “Obligations” owing to evidence the representations and warranties made by the Borrower in it under the Existing Credit Agreement prior (other than obligations to the Closing Date, (iv) except as expressly stated herein or amended, amended pay fees and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect expenses with respect to all which the Borrower has not received an invoice, “Swap Obligations, ” and “Unliquidated Obligations” (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained as such terms are defined in the Existing Credit Agreement). The amendments ) and restatements set forth herein each Departing Lender shall not cure any breach thereof or any “Default” or “Event be a Lender hereunder. [Signature Pages Follow] Table of Default” under and as defined in the Existing Credit Agreement existing prior to the Contents [SIGNATURE PAGES ON FILE WITH ADMINISTRATIVE AGENT] Table of Contents Exhibit B Closing Date. This Agreement is not in any way intended to constitute a novation List [Attached] Table of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.Contents Annex I Schedules
Appears in 1 contract
Existing Credit Agreement. (a) On the Closing DateAny amendment, waiver or other modification of the Existing Credit Agreement shall be amended and restated required in its entirety by connection with this Agreement, the Acquisition, the Merger or any other Transaction shall have become effective and shall be satisfactory in all respects to the Banks. The Administrative Agent shall notify the Borrower and the Existing Credit Agreement Banks of the Acquisition Date, and such notice shall thereafter be conclusive and binding. All proceeds of no further force and effect, except that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence any commercial paper issued by the Borrower on or after the Effective Date but prior to the Acquisition Date shall to the extent that after giving effect to the issuance of “Obligations” such commercial paper (and to any repayment of commercial paper of the Borrower on the date of such issuance) the aggregate outstanding principal amount of commercial paper of the Borrower is in excess of the difference between the aggregate commitments under and as defined in the Existing Credit Agreement (whether and/or any amendment of, supplement to or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 replacement of the Existing Credit Agreement, ) and the aggregate outstanding principal amount of the loans outstanding thereunder be held in an account of the Borrower maintained with the Administrative Agent pursuant to an account agreement satisfactory to the Borrower and the Administrative Agent and shall (iiiA) be made available to the Borrower solely to finance (i) the Existing refinancing of the IBP Credit Agreement and other Indebtedness of IBP on or after the date when the condition set forth in paragraph (h) shall continue to evidence have been satisfied and (ii) the representations consummation of the Tender Offer and warranties made by the Borrower related Transactions on the date on which all the conditions set forth in the Existing Credit Agreement paragraphs (h) through (l) are satisfied, or (B) if all such conditions are not satisfied on or prior to the Closing DateMarch 30, (iv) except as expressly stated herein or amended2001, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” earlier date on which the Commitments shall have terminated, be applied solely to repay such commercial paper as it matures and all Obligations that may from time to time be outstanding on or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all after March 30, 2001, or any portion of such obligations and liabilitiesearlier date on which the Commitments shall have terminated.
Appears in 1 contract
Samples: Credit Agreement (Tyson Foods Inc)
Existing Credit Agreement. (a) On the Closing Date, this Agreement shall supersede and replace in its entirety the Existing Credit Agreement; provided, however, that (a) all loans, letters of credit, and other indebtedness, obligations and liabilities outstanding under the Existing Credit Agreement on such date shall be amended continue to constitute Loans, Letters of Credit and restated in its entirety by other indebtedness, obligations and liabilities under this Agreement, (b) the execution and delivery of this Agreement or any of the Credit Documents hereunder shall not constitute a novation, refinancing or any other fundamental change in the relationship among the parties, (c) the Loans, Letters of Credit, and other indebtedness, obligations and liabilities outstanding hereunder, to the extent outstanding under the Existing Credit Agreement immediately prior to the Closing Date, shall thereafter be constitute the same loans, letters of no further force credit, and effectother indebtedness, except that obligations and liabilities as were outstanding under the Borrower, the Administrative Agent Existing Credit Agreement and the Lenders agree that (id) the incurrence by Liens securing the Borrower of “Obligations” under and (as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as Agreement) and the rights, duties, liabilities and obligations of the Closing Date) shall continue to exist Credit Parties under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence and the representations and warranties made by the Borrower in the Existing “Credit Agreement prior to the Closing Date, Documents” (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior Agreement) to which they are a party shall not be extinguished but shall be carried forward and shall secure the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations Obligations and liabilities existing under as amended, renewed, extended and restated hereby. The Lenders party to the Existing Credit Agreement or evidence payment agree among themselves to reallocate their respective Commitments (as defined in the Existing Credit Agreement) as contemplated by this Agreement. On the Closing Date and 195 after giving effect to such reallocation and adjustment of all or any portion the Commitments, the Revolving Commitments of each Lender shall be as set forth on Schedule 1.1(a) hereto and each Lender shall own its Revolving Commitment Percentage of the outstanding Revolving Loans. The reallocation and adjustment to the Commitments of each Lender as contemplated by this Section 13.26 shall be deemed to have been consummated pursuant to the terms of an Assignment and Assumption as if each of the Lenders had executed an Assignment and Assumption with respect to such obligations reallocation and liabilitiesadjustment. The Borrower and the Administrative Agent hereby consent to such reallocation and adjustment of the Commitments.
Appears in 1 contract
Existing Credit Agreement. (a) On the Closing Datedate of this Agreement, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except replaced hereby; provided that the BorrowerBorrowers, the Administrative Agent and the Lenders agree that (i) on the incurrence by the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as date of the Closing Date) shall continue to exist initial funding of Loans hereunder, the loans and other Indebtedness of the Borrowers under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) if applicable, shall be renewed, rearranged, modified and extended with the proceeds of the initial funding and the “Commitments” of the lenders under the Existing Credit Agreement shall continue to evidence the representations be superseded by this Agreement and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Dateterminated. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities. The terms and conditions of this Agreement and the Administrative Agent’s, the Lenders’, the Swing Line Lender’s and the Issuing Lenders’ rights and remedies under this Agreement and the other Loan Documents shall apply to all of the Indebtedness incurred under the Existing Credit Agreement. The undersigned hereby waive (i) any right to receive any notice of such termination, (ii) any right to receive any notice of prepayment of amounts owed under the Existing Credit Agreement, and (iii) any right to receive compensation under the Existing Credit Agreement in respect of Eurodollar Loans outstanding under the Existing Credit Agreement resulting from such rearrangement. Each Lender that was a party to the Existing Credit Agreement hereby agrees to return to the Borrowers, with reasonable promptness, any promissory note delivered by the Borrowers to such Lender in connection with the Existing Credit Agreement.
Appears in 1 contract
Samples: Credit Agreement (Hornbeck Offshore Services Inc /La)
Existing Credit Agreement. (a) On the Closing Date, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except that the BorrowerExcept as otherwise provided under Section 1.10, the Administrative Agent shall have received, for the ratable account of each “Lender”, “Issuing Bank” and the Lenders agree that (i) the incurrence by the Borrower of “ObligationsSwingline Lender” under and as defined in the Existing Credit Agreement Agreement, as the case may be, (whether i) all accrued and unpaid commitment or not such Obligations are contingent as unused fees, letter of credit fees, fronting fees and interest owing thereunder immediately prior to the Closing Date) shall continue to exist under and be evidenced by effectiveness of this Agreement and the other Loan DocumentsAgreement, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date principal amount of all unreimbursed “LC Disbursements” outstanding under Section 3.5 of and as defined in the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations principal amount of all “Swingline Loans” and warranties made by the Borrower funded participations in the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended “Swingline Loans” and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “DefaultLetters of Credit” or “Event of Default” outstanding under and as defined in the Existing Credit Agreement existing immediately prior to the Closing Date. This effectiveness of this Agreement is not and (iv) in any way intended to constitute a novation the case of the obligations Departing Lender, the repayment of all other amounts owing to the Departing Lender as provided under Section 1.10; provided that (A) any “Revolving Loans” outstanding under and liabilities existing under as defined in the Existing Credit Agreement immediately prior to the effectiveness of this Agreement shall remain outstanding and be re-evidenced as Revolving Loans outstanding hereunder on the Effective Date to the extent provided under Section 1.10, and (B) any Existing Letters of Credit shall constitute Letters of Credit issued hereunder as of the Effective Date as contemplated by this Agreement. Without limiting the generality of the provisions of Section 9.02, for purposes of determining compliance with the conditions specified in this Section 4.01 on the Effective Date, each Lender that has signed this Agreement shall be deemed to have consented to, approved or evidence payment accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender unless the Administrative Agent shall have received notice from such Lender prior to the proposed Effective Date specifying its objection thereto. The Administrative Agent shall notify the Loan Parties, the Lenders and the Issuing Bank of all or any portion of the Effective Date, and such obligations notice shall be conclusive and liabilitiesbinding.
Appears in 1 contract
Samples: Amended and Restated Credit Agreement (Mesa Laboratories Inc /Co/)
Existing Credit Agreement. (a) On In connection with the Closing Date, amendment and restatement of the Existing Credit Agreement shall be amended and restated in its entirety by this Agreementpursuant hereto, and the Existing Credit Agreement shall thereafter be of no further force and effect, except that the Borrower, the Administrative Agent and the Lenders agree that (i) shall, as of the incurrence by Closing Date make adjustments to the Borrower outstanding principal amount of “ObligationsLoans” under and as defined in the Existing Credit Agreement (whether or as such term is defined therein) (but not such Obligations are contingent as of the Closing Date) shall continue any interest accrued thereon prior to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date or any accrued commitment fees under Section 3.5 of the Existing Credit Agreement, (iii) the Existing Credit Agreement shall continue to evidence the representations and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Date), (iv) except as expressly stated herein or amended, amended including the borrowing of additional Loans hereunder and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any repayment of “DefaultLoans” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment (as such term is defined therein) plus all applicable accrued interest, fees and expenses as shall be necessary to provide for Loans by each Lender in proportion to, and in any event not in excess of, the amount of all or its Commitment as of the Closing Date, but in no event shall such adjustment of any portion Eurodollar Loans entitle any Lender to any reimbursement under Section 3.05 hereof; provided that the foregoing is not intended to relieve the Borrower for paying any such costs to lenders under the Existing Credit Agreement to the extent such lenders are not Lenders under this Agreement, and each Lender shall be deemed to have made an assignment of such obligations its outstanding Loans and liabilitiescommitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments of other Lenders under the Existing Credit Agreement as may be necessary to effect the foregoing. [THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.]
Appears in 1 contract
Existing Credit Agreement. In connection with the amendment and restatement of the Existing Credit Agreement pursuant hereto, Borrower, Administrative Agent and Lenders shall as of the Effective Date make adjustments to the outstanding principal amount of the “Loans” under the Existing Credit Agreement (aas such term is defined therein) On (but not any interest accrued thereon prior to the Closing Effective Date or any accrued commitment fees under the Existing Credit Agreement prior to the Effective Date), including the borrowing of additional Loans hereunder and the repayment of “Loans” under the Existing Credit Agreement (as such term is defined therein) plus all applicable accrued interest, fees and expenses as shall be necessary to provide for Loans by each Lender in proportion to, and in any event not in excess of, the amount of its relevant Commitments as of the Effective Date, but in no event shall such adjustment of any Eurodollar Loans entitle any Lender to any reimbursement under Section 2.16 hereof; provided that the foregoing is not intended to relieve Borrower for paying any such costs to lenders under the Existing Credit Agreement to the extent such lenders are not Lenders under this Agreement, and each Lender shall be deemed to have made an assignment of its outstanding Loans and commitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments under the Existing Credit Agreement, and assumed outstanding Loans and commitments of other Lenders under the Existing Credit Agreement as may be necessary to effect the foregoing. In addition, (i) each Letter of Credit outstanding under the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except that the Borrower, the Administrative Agent and the Lenders agree that (i) the incurrence by the Borrower of “Obligations” deemed to have been issued under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay without further consideration or any breakage costs incurred on the Closing Date fees under Section 3.5 of the Existing Credit Agreement; (ii) Borrower, on behalf of itself and each Subsidiary that executes a Security Instrument pursuant to this Agreement, acknowledges and affirms the security interests and Liens granted by it under each of the Security Instruments; (iii) the Existing Credit Agreement and the Commitments thereunder shall continue to evidence the representations terminate and warranties made be superseded by the Borrower in the Existing Credit Agreement prior to the Closing Datethis Agreement, and (iv) except as expressly stated herein or amended, amended the Obligations of the Borrower hereunder are in renewal and restated or otherwise modified, extension of the other Loan Documents are ratified obligations and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) indebtedness of the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in Borrower under the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Date. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities.
Appears in 1 contract
Samples: Credit Agreement (Duncan Dan L)
Existing Credit Agreement. (a) On the Closing Datedate of this Agreement, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect, except replaced hereby; provided that the Borrower, the Administrative Agent and the Lenders agree that (i) on the incurrence by date of the initial funding of Loans hereunder, the loans and other Indebtedness of the Borrower of “Obligations” under and as defined in the Existing Credit Agreement (whether or not such Obligations are contingent as of the Closing Date) shall continue to exist under and be evidenced by this Agreement and the other Loan Documents, (ii) the Borrower shall pay any breakage costs incurred on the Closing Date under Section 3.5 of the Existing Credit Agreement, (iii) if applicable, shall be renewed, rearranged, modified and extended with the proceeds of the initial funding and the “Commitments” of the lenders under the Existing Credit Agreement shall continue to evidence the representations be superseded by this Agreement and warranties made by the Borrower in the Existing Credit Agreement prior to the Closing Date, (iv) except as expressly stated herein or amended, amended and restated or otherwise modified, the other Loan Documents are ratified and confirmed as remaining unmodified and in full force and effect with respect to all Obligations, and (v) the Existing Credit Agreement shall continue to evidence any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Closing Date (including any failure, prior to the Closing Date, to comply with the covenants contained in the Existing Credit Agreement). The amendments and restatements set forth herein shall not cure any breach thereof or any “Default” or “Event of Default” under and as defined in the Existing Credit Agreement existing prior to the Closing Dateterminated. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities. The terms and conditions of this Agreement and the Administrative Agent’s, the Lenders’, the Swing Line Lender’s and the Issuing Lenders’ rights and remedies under this Agreement and the other Loan Documents shall apply to all of the Indebtedness incurred under the Existing Credit Agreement. The undersigned hereby waive (i) any right to receive any notice of such termination, (ii) any right to receive any notice of prepayment of amounts owed under the Existing Credit Agreement, and (iii) any right to receive compensation under the Existing Credit Agreement in respect of Eurodollar Loans outstanding under the Existing Credit Agreement resulting from such rearrangement. Each Lender that was a party to the Existing Credit Agreement hereby agrees to return to the Borrower, with reasonable promptness, any promissory note delivered by the Borrower to such Lender in connection with the Existing Credit Agreement.
Appears in 1 contract
Samples: Credit Agreement (Hornbeck Offshore Services Inc /La)
