16Amendment and Restatement Clause Samples
The "Amendment and Restatement" clause defines the process by which an existing agreement is formally modified and replaced with a revised version. In practice, this clause specifies that the original contract is amended to reflect new terms and conditions, and the entire agreement is restated in a consolidated document that supersedes the previous version. This approach ensures that all changes are clearly incorporated into a single, updated contract, reducing confusion and minimizing the risk of conflicting provisions between old and new terms.
16Amendment and Restatement. This Agreement shall, except (a) as otherwise expressly set forth herein, supersede the Existing Credit Agreement from and after the Closing Date. The parties hereto acknowledge and agree, however, that (i) this Agreement and all other Loan Documents executed and delivered herewith do not constitute a novation or termination of the Obligations (under and as defined in the Existing Credit Agreement) and the other Loan Documents (as defined in the Existing Credit Agreement), in each case, as in effect prior to the Closing Date except as expressly provided for herein and (ii) the Obligations (under and as defined in the Existing Credit Agreement) are in all respects continuing with the terms being modified as provided in this Agreement and the other Loan Documents. The parties hereto further acknowledge and agree that (A) the liens and security interests in favor of the Lender securing payment of the Obligations (under and as defined in the Existing Credit Agreement) are in all respects continuing and in full force and effect with respect to all Obligations and (B) all references in the other Loan Documents to the Existing Credit Agreement shall be deemed to refer without further amendment to this Agreement. [Remainder intentionally left blank. Signature pages follow.]
16Amendment and Restatement. (a) This Agreement does not extinguish, discharge or release the existing Secured Obligations outstanding under the Existing Agreement or any other Secured Documents, the Liens securing the existing Secured Obligations or the priority of any mortgage, pledge, security agreement or any other security therefor. Nothing herein contained shall be construed as a substitution or novation of the existing Secured Obligations, which shall remain in full force and effect, 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 ESCO under the Existing Agreement and the Secured Documents entered into in connection therewith (such documents, collectively, the “Existing Secured Documents”) from any of its obligations and liabilities thereunder. ESCO hereby (i) confirms and agrees that each Existing Secured Document to which it is a party is, and shall continue to be (including to the extent any such document is amended and restated in connection herewith on the Effective Date), in full force and effect and is hereby ratified and confirmed in all respects except that on and after the Closing Date all references in any such Existing Secured Document to “the Energy Services Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Existing Agreement shall mean the Existing Agreement as amended and restated by this Agreement; and (ii) confirms and agrees that to the extent that any such Existing Secured Document purports to assign or pledge to EDF, or to grant to EDF, a Lien on any collateral as security for the Existing Secured Obligations, such Lien is hereby ratified and confirmed in all respects and shall continue to secure the Secured Obligations.
(b) ESCO hereby (i) consents to the amendment and restatement of the Existing Agreement by this Agreement; (ii) acknowledges and agrees that (A) its obligations owing to the Exiting Originator and EDF under the Existing Agreement and the other Secured Documents, and (B) the prior grant or grants of Liens in favor of Exiting Originator and/or EDF in its properties and assets, under each Existing Secured Document, shall be in respect of the obligations of ESCO under this Agreement and the other Secured Documents; (iii) reaffirms (A) all of its obligations owing to the EDF, and (B) all prior grants of Liens in favor of the EDF under each Security Document; (iv) agrees that, except...