Common use of Acknowledgement and Affirmation Clause in Contracts

Acknowledgement and Affirmation. (a) Each Loan Party confirms for the benefit of the Secured Parties that the guarantee and indemnities under the Credit Agreement and the Guaranty and Security Agreement, as applicable, given by such Loan Party (the “Guaranty Obligations”) shall remain in full force and effect notwithstanding the occurrence of the Amendment No. 2 Effective Date or any other additions, amendments, substitution, or supplements of or to the Loan Documents and the imposition of any amended, new or more onerous obligations under the Loan Documents in relation to any Loan Party and that the Guaranty Obligations extend to any new obligations assumed by any Loan Party under the Loan Documents (including without limitation the Term B Loans and the Credit Agreement as amended by this Amendment), subject to the limitations set out in any Guaranty. (b) Each Loan Party confirms for the benefit of the Administrative Agent, the Collateral Agent and the Secured Parties that: (i) any Lien in respect of the obligations of any of the Loan Parties under the Loan Documents (or any of them) which has been created by such Loan Party in favor of the Collateral Agent or the Secured Parties, as the case may be, pursuant to the Guaranty and Security Agreement and each other document to which such Loan Party is a party that purports to xxxxx x Xxxx in favor of the Collateral Agent or the Secured Parties (together with the Guaranty and Security Agreement, the “Collateral Documents”) shall remain and continue in full force and effect in accordance with its terms notwithstanding the occurrence of the Amendment No. 2 Effective Date and shall extend to any new obligations assumed by any Loan Party under the Term B Loans, the Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty), subject to the limitations set out in those Collateral Documents or any other Loan Document; (ii) the obligations of the Loan Parties arising under the Term B Loans, the Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty) are included in the Obligations subject to any limitations set out in any Loan Document; (iii) it undertakes with respect to paragraph (a) above and this paragraph (b), to do all such acts or execute all such documents the Collateral Agent may reasonably require in order to ensure that the existing Liens under the Collateral Documents continues to be in full force and effect and extends to any new Obligations assumed by any Loan Party under the Term B Loans, the Credit Agreement, as amended by this Amendment, and this Amendment (including, for the avoidance of doubt, any guaranty); and (iv) all references to the “Credit Agreement”, “Loan Documents”, “Loan” or its equivalent in the existing Collateral Documents or in any guaranty is a reference to the Credit Agreement as amended by this Amendment to inter alia include the Term B Loans.

Appears in 1 contract

Samples: Credit Agreement (Townsquare Media, Inc.)

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Acknowledgement and Affirmation. (a) Each Loan Party confirms for the benefit of the Secured Parties that the guarantee and indemnities under the Credit Agreement and the Guaranty and Security Agreement, as applicable, given by such Loan Party (the “Guaranty Obligations”) shall remain in full force and effect notwithstanding the occurrence of the Amendment No. 2 4 Effective Date or any other additions, amendments, substitution, or supplements of or to the Loan Documents and the imposition of any amended, new or more onerous obligations under the Loan Documents in relation to any Loan Party and that the Guaranty Obligations extend to any new obligations assumed by any Loan Party under the Loan Documents (including without limitation the Term B Loans and the Credit Agreement as amended by this Amendment)Party, subject to the limitations set out in any Guaranty. (ba) Each Loan Party confirms for the benefit of the Administrative Agent, the Collateral Agent and the Secured Parties that: (i) any Lien in respect of the obligations of any of the Loan Parties under the Loan Documents (or any of them) which has been created by such Loan Party in favor of the Collateral Agent or the Secured Parties, as the case may be, pursuant to the Guaranty and Security Agreement and each other document to which such Loan Party is a party that purports to xxxxx x Xxxx in favor of the Collateral Agent or the Secured Parties (together with the Guaranty and Security Agreement, the “Collateral Documents”) shall remain and continue in full force and effect in accordance with its terms notwithstanding the occurrence of the Amendment No. 2 4 Effective Date and shall extend to any new obligations assumed by any Loan Party under the Term B Loans, the Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty), subject to the limitations set out in those Collateral Documents or any other Loan Document; (ii) the obligations of the Loan Parties arising under the Term B Loans, the Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty) are included in the Obligations subject to any limitations set out in any Loan Document; (iii) it undertakes with respect to paragraph (a) above and this paragraph (b), to do all such acts or execute all such documents the Collateral Agent may reasonably require in order to ensure that the existing Liens under the Collateral Documents continues to be in full force and effect and extends to any new Obligations assumed by any Loan Party under the Term B Loans, the Credit Agreement, as amended by this Amendment, and this Amendment (including, for the avoidance of doubt, any guaranty); and (iviii) all references to the “Credit Agreement”, “Loan Documents”, “Loan” or its equivalent in the existing Collateral Documents or in any guaranty is a reference to the Credit Agreement as amended by this Amendment to inter alia include the Term B LoansAmendment.

Appears in 1 contract

Samples: Credit Agreement (Townsquare Media, Inc.)

Acknowledgement and Affirmation. Each of the Loan Parties hereby (ai) Each acknowledges and agrees that the 2021 Incremental Term Loans are Term Loans and each 2021 Incremental Term Lender is a Term Lender, and that all of the obligations of the 2021 Incremental Term Lenders under the Loan Party confirms Documents (including, without limitation, the Collateral Agreement and any other Security Documents) to which they are a party are reaffirmed and remain in full force and effect on a continuous basis, (ii) reaffirms its prior grant and the validity of the Liens granted by it pursuant to the Security Documents for the benefit of the Secured Parties that (including the guarantee 2021 Incremental Term Lenders), (iii) affirms, acknowledges and indemnities under confirms that, notwithstanding the Credit effectiveness of this Amendment, after giving effect to this Amendment, the Guaranty and the Liens created pursuant to the Guaranty Agreement and the Guaranty and Security Agreement, as applicable, given by such Loan Party (the “Guaranty Obligations”) shall remain in full force and effect notwithstanding the occurrence of the Amendment No. 2 Effective Date or any other additions, amendments, substitution, or supplements of or to the Loan Documents and the imposition of any amended, new or more onerous obligations under the Loan Documents in relation to any Loan Party and that the Guaranty Obligations extend to any new obligations assumed by any Loan Party under the Loan Documents (including without limitation the Term B Loans and the Credit Agreement as amended by this Amendment), subject to the limitations set out in any Guaranty. (b) Each Loan Party confirms for the benefit of the Administrative Agent, the Collateral Agent and the Secured Parties that: (i) any Lien in respect of the obligations of any of the Loan Parties under the Loan Documents (or any of them) which has been created by such Loan Party in favor of the Collateral Agent or the Secured Parties, as the case may be, pursuant to the Guaranty and Security Agreement and each other document to which such Loan Party is a party that purports to xxxxx x Xxxx in favor of the Collateral Agent or the Secured Parties (together with the Guaranty and Security Agreement, the “Collateral Documents”) shall remain and continue in full force and effect in accordance with its terms notwithstanding the occurrence of the Amendment No. 2 Effective Date and shall extend to any new obligations assumed by any Loan Party under the Term B Loans, the Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty), subject to the limitations set out in those Collateral Documents or any other Loan Document; (ii) the obligations of the Loan Parties arising under the Term B Loans, the Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty) are included in the Obligations subject to any limitations set out in any Loan Document; (iii) it undertakes with respect to paragraph (a) above and this paragraph (b), to do all such acts or execute all such documents the Collateral Agent may reasonably require in order to ensure that the existing Liens under the Collateral Documents continues to be in full force and effect and extends after giving effect to any new Obligations assumed by any Loan Party under the Term B Loans, the Credit Agreement, as amended by this Amendment, and this Amendment and shall extend to secure and guarantee (including, for as the avoidance of doubt, any guaranty); and case may be) the Obligations under (and as defined in) the Amended Credit Agreement and (iv) all references to agrees that the Obligations include, among other things and without limitation, the prompt and complete payment and performance by each Borrower when due and payable (whether at the stated maturity, by acceleration or otherwise) of principal and interest on, and premium (if any) on, the 2021 Incremental Term Facility under the Amended Credit Agreement and that the Obligations under the Amended Credit Agreement are included in the “Credit Agreement”Secured Obligations” (as defined in the Security Agreement and the other Security Documents). Each of the parties hereto acknowledges that the terms of this Amendment do not constitute a novation but, rather, an amendment of the terms of a pre-existing Indebtedness and related agreement, as provided herein. The execution of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or Lenders, constitute a waiver of any provision of any of the Loan Documents or serve to effect a novation of the Obligations, nor in any way limit, impair or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the Loan Documents. Nothing herein shall be deemed to entitle Holdings or the Borrower to a further consent to, “Loan” or its equivalent a further waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the existing Collateral Documents or in any guaranty is a reference to the Amended Credit Agreement as amended by this Amendment to inter alia include the Term B Loansor any other Loan Document in similar or different circumstances.

Appears in 1 contract

Samples: First Lien Credit Agreement (Primo Brands Corp)

Acknowledgement and Affirmation. (a) Each Loan Party confirms for the benefit of the Secured Parties that the guarantee and indemnities under the Credit Agreement and the Guaranty and Security Agreement, as applicable, given by such Loan Party (the “Guaranty Obligations”) shall remain in full force and effect notwithstanding the occurrence of the Amendment No. 2 5 Effective Date or any other additions, amendments, substitution, or supplements of or to the Loan Documents and the imposition of any amended, new or more onerous obligations under the Loan Documents in relation to any Loan Party and that the Guaranty Obligations extend to any new obligations assumed by any Loan Party under the Loan Documents (including without limitation the Term B Loans and the Credit Agreement as amended by this Amendment)Party, subject to the limitations set out in any Guaranty. (b) Each Loan Party confirms for the benefit of the Administrative Agent, the Collateral Agent and the Secured Parties that: (i) any Lien in respect of the obligations of any of the Loan Parties under the Loan Documents (or any of them) which has been created by such Loan Party in favor of the Collateral Agent or the Secured Parties, as the case may be, pursuant to the Guaranty and Security Agreement and each other document to which such Loan Party is a party that purports to xxxxx x Xxxx in favor of the Collateral Agent or the Secured Parties (together with the Guaranty and Security Agreement, the “Collateral Documents”) shall remain and continue in full force and effect in accordance with its terms notwithstanding the occurrence of the Amendment No. 2 5 Effective Date and shall extend to any new obligations assumed by any Loan Party under the Term B Loans, the Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty), subject to the limitations set out in those Collateral Documents or any other Loan Document; (ii) the obligations of the Loan Parties arising under the Term B Loans, the Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty) are included in the Obligations subject to any limitations set out in any Loan Document; (iii) it undertakes with respect to paragraph (a) above and this paragraph (b), to do all such acts or execute all such documents the Collateral Agent may reasonably require in order to ensure that the existing Liens under the Collateral Documents continues to be in full force and effect and extends to any new Obligations assumed by any Loan Party under the Term B Loans, the Credit Agreement, as amended by this Amendment, and this Amendment (including, for the avoidance of doubt, any guaranty); and (iviii) all references to the “Credit Agreement”, “Loan Documents”, “Loan” or its equivalent in the existing Collateral Documents or in any guaranty is a reference to the Credit Agreement as amended by this Amendment to inter alia include the Term B LoansAmendment.

Appears in 1 contract

Samples: Credit Agreement (Townsquare Media, Inc.)

Acknowledgement and Affirmation. (a) Each Loan Party confirms for the benefit of the Secured Loan Parties that the guarantee and indemnities under the Credit Agreement and the Guaranty and Security Agreement, as applicable, given by such Loan Party (the “Guaranty Obligations”) shall remain in full force and effect notwithstanding the occurrence of the Amendment No. 2 Effective Date or any other additions, amendments, substitution, or supplements of or to the Loan Documents and the imposition of any amended, new or more onerous obligations under the Loan Documents in relation to any Loan Party and that the Guaranty Obligations extend to any new obligations assumed by any Loan Party under the Loan Documents (including without limitation the Term B Loans and the Credit Agreement as amended by this Amendment), subject to the limitations set out in any Guaranty. (b) Each Loan Party confirms for the benefit of the Administrative Agent, the Collateral Agent and the Secured Parties that: hereby (i) any Lien in respect acknowledges and agrees that the 2023 Refinancing Term Loans are Term Loans and each 2023 Refinancing Term Lender is a Term Lender and that all of the obligations of any of the Loan Parties under the Loan Documents (or including, without limitation, the Security Agreement and any of themother Collateral Documents) to which has been created they are a party are reaffirmed and remain in full force and effect on a continuous basis, (ii) reaffirms each Lien granted by such Loan Party in favor to the Agent, as successor to the Resigning Agent, for the benefit of the Secured Parties (including the 2023 Refinancing Term Lenders), (iii) acknowledges and agrees that the grants of security interests by, and the guaranties of, the Loan Parties contained in the Loan Documents (including, without limitation, the Guaranties, the Security Agreements, the other Collateral Agent or the Secured PartiesDocuments) are, and shall remain, in full force and effect after giving effect to this Amendment and shall extend to secure and guarantee (as the case may be) the Secured Obligations under (and as defined in) the Amended Credit Agreement, pursuant to (iv) agrees that the Guaranty Secured Obligations include, among other things and Security without limitation, the prompt and complete payment and performance by the Borrower when due and payable (whether at the stated maturity, by acceleration or otherwise) of principal and interest on, and premium (if any) on, the 2023 Refinancing Term Loans under the Amended Credit Agreement and that the Secured Obligations under the Amended Credit Agreement are included in the “Secured Obligations” (as defined in the Security Agreements and the other Collateral Documents), and (v) each other document to which such Loan Party is a party that purports to xxxxx x Xxxx in favor of the Collateral Agent or parties hereto acknowledges and agrees that the Secured Parties (together with the Guaranty terms of Article IX and Security Agreement, the “Collateral Documents”) shall remain Sections 10.04 and continue in full force and effect in accordance with its terms notwithstanding the occurrence 10.05 of the Amendment No. 2 Effective Date and shall extend to any new obligations assumed by any Loan Party under the Term B Loans, the Credit Agreement shall apply to the execution and delivery by the Resigning Agent of this Amendment, and any related action taken or inaction by the Resigning Agent. This Amendment shall not operate as amended by this Amendment a waiver of any right, power or remedy of the Agent or Lenders, constitute a waiver of any provision of any of the Loan Documents or serve to effect a novation of the Secured Obligations, nor in any way limit, impair or otherwise affect the rights and this Amendment (includingremedies of the Lenders or the Agent under the Loan Documents. Nothing herein shall be deemed to entitle Holdings or the Borrower to a further consent to, for the avoidance of doubtor a further waiver, amendment, modification or other change of, any guaranty)of the terms, subject to conditions, obligations, covenants or agreements contained in the limitations set out in those Collateral Documents Amended Credit Agreement or any other Loan Document; (ii) the obligations of the Loan Parties arising under the Term B Loans, the Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty) are included Document in the Obligations subject to any limitations set out in any Loan Document; (iii) it undertakes with respect to paragraph (a) above and this paragraph (b), to do all such acts similar or execute all such documents the Collateral Agent may reasonably require in order to ensure that the existing Liens under the Collateral Documents continues to be in full force and effect and extends to any new Obligations assumed by any Loan Party under the Term B Loans, the Credit Agreement, as amended by this Amendment, and this Amendment (including, for the avoidance of doubt, any guaranty); and (iv) all references to the “Credit Agreement”, “Loan Documents”, “Loan” or its equivalent in the existing Collateral Documents or in any guaranty is a reference to the Credit Agreement as amended by this Amendment to inter alia include the Term B Loansdifferent circumstances.

Appears in 1 contract

Samples: Amendment No. 6 (GMS Inc.)

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Acknowledgement and Affirmation. (a) Each Loan Party confirms for the benefit of the Secured Parties that the guarantee and indemnities under the Credit Agreement and the Guaranty and Security Agreement, as applicable, given by such Loan Party (the “Guaranty Obligations”) shall remain in full force and effect notwithstanding the occurrence of the Amendment No. 2 Effective Incremental Facility Closing Date or any other additions, amendments, substitution, or supplements of or to the Loan Documents and the imposition of any amended, new or more onerous obligations under the Loan Documents in relation to any Loan Party and that the Guaranty Obligations extend to any new obligations assumed by any Loan Party under the Loan Documents (including without limitation the 2015 Incremental Term B Loans and the Credit Agreement as amended by this AmendmentAmendment Agreement), subject to the limitations set out in any Guaranty. (b) Each Loan Party confirms for the benefit of the Administrative Agent, the Collateral Agent and the Secured Parties that: (i) any Lien in respect of the obligations of any of the Loan Parties under the Loan Documents (or any of them) which has been created by such Loan Party in favor of the Collateral Agent or the Secured Parties, as the case may be, pursuant to the Guaranty and Security Agreement and each other document to which such Loan Party is a party that purports to xxxxx x Xxxx in favor of the Collateral Agent or the Secured Parties (together with the Guaranty and Security Agreement, the “Collateral Documents”) shall remain and continue in full force and effect in accordance with its terms notwithstanding the occurrence of the Amendment No. 2 Effective Incremental Facility Closing Date and shall extend to any new obligations assumed by any Loan Party under the 2015 Incremental Term B Loans, the Credit Agreement as amended by this Amendment Agreement and this Amendment Agreement (including, for the avoidance of doubt, any guaranty), subject to the limitations set out in those Collateral Documents or any other Loan Document; (ii) the obligations of the Loan Parties arising under the 2015 Incremental Term B Loans, the Credit Agreement as amended by this Amendment Agreement and this Amendment Agreement (including, for the avoidance of doubt, any guaranty) are included in the Obligations subject to any limitations set out in any Loan Document; (iii) it undertakes with respect to paragraph (a) above and this paragraph (b), to do all such acts or execute all such documents the Collateral Agent may reasonably require in order to ensure that the existing Liens under the Collateral Documents continues to be in full force and effect and extends to any new Obligations assumed by any Loan Party under the 2015 Incremental Term B Loans, the Credit Agreement, as amended by this AmendmentAmendment Agreement, and this Amendment Agreement (including, for the avoidance of doubt, any guaranty); and (iv) all references to the “Credit Agreement”, “Loan Documents”, “Loan” or its equivalent in the existing Collateral Documents or in any guaranty is a reference to the Credit Agreement as amended by this Amendment Agreement to inter alia include the 2015 Incremental Term B Loans.

Appears in 1 contract

Samples: Incremental Amendment Agreement (Townsquare Media, Inc.)

Acknowledgement and Affirmation. Each of the Loan Parties hereby (ai) Each acknowledges and agrees that the New Term Loans are Term Loans and the 2017 Refinancing Term Lender is a Term Lender, and that all of its obligations under the Loan Documents (including, without limitation, each Security Agreements and such other Security Documents) to which it is a party are reaffirmed and remain in full force and effect on a continuous basis, (ii) reaffirms each Lien granted by such Loan Party confirms to the Administrative Agent for the benefit of the Secured Parties (including the 2017 Refinancing Term Lender) and reaffirms the guaranties made pursuant to Section 8 of the Amended Credit Agreement, (iii) acknowledges and agrees that the guarantee and indemnities under the Credit Agreement grants of security interests by, and the Guaranty and guaranties of, the Loan Parties contained in the Loan Documents (including, without limitation, each Security Agreement, as applicable, the other Security Documents and the guaranty given by such Loan Party (UK Holdco under an English law guarantee dated 3 October 2016 in favor of the “Guaranty Obligations”Administrative Agent) are, and shall remain remain, in full force and effect notwithstanding after giving effect to this Amendment and shall extend to secure and guarantee (as the occurrence of case may be) the Amendment No. 2 Effective Date or any other additions, amendments, substitution, or supplements of or to the Loan Documents Obligations and the imposition Guarantor Obligations under (and as defined in) the Amended Credit Agreement and (iv) agrees that the Obligations include, among other things and without limitation, the prompt and complete payment and performance by each Borrower when due and payable (whether at the stated maturity, by acceleration or otherwise) of any amendedprincipal and interest on, new or more onerous obligations and premium (if any) on, the New Term Loans under the Loan Documents in relation to any Loan Party Amended Credit Agreement and that the Guaranty Obligations extend to any new obligations assumed by any Loan Party under the Loan Documents Amended Credit Agreement are included in the “Secured Obligations” (including without limitation the Term B Loans as defined in each Security Agreement and the Credit Agreement other Security Documents). Except as amended by expressly set forth herein, the execution of this Amendment)Amendment shall not operate as a waiver of any right, subject to the limitations set out in any Guaranty. (b) Each Loan Party confirms for the benefit power or remedy of the Administrative AgentAgent or Lenders, the Collateral Agent and the Secured Parties that: (i) constitute a waiver of any Lien in respect of the obligations provision of any of the Loan Parties Documents or serve to effect a novation of the Obligations, nor in any way limit, impair or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the Loan Documents (Documents. Nothing herein shall be deemed to entitle Holdings, UK Holdco or any of them) which has been created by such Loan Party in favor Borrower to a further consent to, or a further waiver, amendment, modification or other change of, any of the Collateral Agent terms, conditions, obligations, covenants or agreements contained in the Secured Parties, as the case may be, pursuant to the Guaranty and Security Agreement and each other document to which such Loan Party is a party that purports to xxxxx x Xxxx in favor of the Collateral Agent or the Secured Parties (together with the Guaranty and Security Agreement, the “Collateral Documents”) shall remain and continue in full force and effect in accordance with its terms notwithstanding the occurrence of the Amendment No. 2 Effective Date and shall extend to any new obligations assumed by any Loan Party under the Term B Loans, the Amended Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty), subject to the limitations set out in those Collateral Documents or any other Loan Document; (ii) the obligations of the Loan Parties arising under the Term B Loans, the Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty) are included Document in the Obligations subject to any limitations set out in any Loan Document; (iii) it undertakes with respect to paragraph (a) above and this paragraph (b), to do all such acts similar or execute all such documents the Collateral Agent may reasonably require in order to ensure that the existing Liens under the Collateral Documents continues to be in full force and effect and extends to any new Obligations assumed by any Loan Party under the Term B Loans, the Credit Agreement, as amended by this Amendment, and this Amendment (including, for the avoidance of doubt, any guaranty); and (iv) all references to the “Credit Agreement”, “Loan Documents”, “Loan” or its equivalent in the existing Collateral Documents or in any guaranty is a reference to the Credit Agreement as amended by this Amendment to inter alia include the Term B Loansdifferent circumstances.

Appears in 1 contract

Samples: Amendment No. 1 (Clarivate Analytics PLC)

Acknowledgement and Affirmation. Each of the Loan Parties hereby (ai) Each acknowledges and agrees that the New Term Loans are Term Loans and the 2017-2 Refinancing Term Lender is a Term Lender, and that all of its obligations under the Loan Documents (including, without limitation, each Security Agreements and such other Security Documents) to which it is a party are reaffirmed and remain in full force and effect on a continuous basis, (ii) reaffirms each Lien granted by such Loan Party confirms to the Administrative Agent for the benefit of the Secured Parties (including the 2017-2 Refinancing Term Lender) and reaffirms the guaranties made pursuant to Section 8 of the Amended Credit Agreement, (iii) acknowledges and agrees that the guarantee and indemnities under the Credit Agreement grants of security interests by, and the Guaranty and guaranties of, the Loan Parties contained in the Loan Documents (including, without limitation, each Security Agreement, as applicable, the other Security Documents and the guaranty given by such Loan Party (UK Holdco under an English law guarantee dated 3 October 2016 in favor of the “Guaranty Obligations”Administrative Agent) are, and shall remain remain, in full force and effect notwithstanding after giving effect to this Amendment and shall extend to secure and guarantee (as the occurrence of case may be) the Amendment No. 2 Effective Date or any other additions, amendments, substitution, or supplements of or to the Loan Documents Obligations and the imposition Guarantor Obligations under (and as defined in) the Amended Credit Agreement and (iv) agrees that the Obligations include, among other things and without limitation, the prompt and complete payment and performance by each Borrower when due and payable (whether at the stated maturity, by acceleration or otherwise) of any amendedprincipal and interest on, new or more onerous obligations and premium (if any) on, the New Term Loans under the Loan Documents in relation to any Loan Party Amended Credit Agreement and that the Guaranty Obligations extend to any new obligations assumed by any Loan Party under the Loan Documents Amended Credit Agreement are included in the “Secured Obligations” (including without limitation the Term B Loans as defined in each Security Agreement and the Credit Agreement other Security Documents). Except as amended by expressly set forth herein, the execution of this Amendment)Amendment shall not operate as a waiver of any right, subject to the limitations set out in any Guaranty. (b) Each Loan Party confirms for the benefit power or remedy of the Administrative AgentAgent or Lenders, the Collateral Agent and the Secured Parties that: (i) constitute a waiver of any Lien in respect of the obligations provision of any of the Loan Parties Documents or serve to effect a novation of the Obligations, nor in any way limit, impair or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the Loan Documents (Documents. Nothing herein shall be deemed to entitle Holdings, UK Holdco or any of them) which has been created by such Loan Party in favor Borrower to a further consent to, or a further waiver, amendment, modification or other change of, any of the Collateral Agent terms, conditions, obligations, covenants or agreements contained in the Secured Parties, as the case may be, pursuant to the Guaranty and Security Agreement and each other document to which such Loan Party is a party that purports to xxxxx x Xxxx in favor of the Collateral Agent or the Secured Parties (together with the Guaranty and Security Agreement, the “Collateral Documents”) shall remain and continue in full force and effect in accordance with its terms notwithstanding the occurrence of the Amendment No. 2 Effective Date and shall extend to any new obligations assumed by any Loan Party under the Term B Loans, the Amended Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty), subject to the limitations set out in those Collateral Documents or any other Loan Document; (ii) the obligations of the Loan Parties arising under the Term B Loans, the Credit Agreement as amended by this Amendment and this Amendment (including, for the avoidance of doubt, any guaranty) are included Document in the Obligations subject to any limitations set out in any Loan Document; (iii) it undertakes with respect to paragraph (a) above and this paragraph (b), to do all such acts similar or execute all such documents the Collateral Agent may reasonably require in order to ensure that the existing Liens under the Collateral Documents continues to be in full force and effect and extends to any new Obligations assumed by any Loan Party under the Term B Loans, the Credit Agreement, as amended by this Amendment, and this Amendment (including, for the avoidance of doubt, any guaranty); and (iv) all references to the “Credit Agreement”, “Loan Documents”, “Loan” or its equivalent in the existing Collateral Documents or in any guaranty is a reference to the Credit Agreement as amended by this Amendment to inter alia include the Term B Loansdifferent circumstances.

Appears in 1 contract

Samples: Amendment No. 2 (Clarivate Analytics PLC)

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