Acknowledgment and Confirmation. The Administrative Agent shall have received the Acknowledgment and Confirmation, substantially in the form of Exhibit E hereto, executed and delivered by each Guarantor;
Acknowledgment and Confirmation. The Agent shall have received the Acknowledgment and Confirmation, substantially in the form of Exhibit A hereto (the “Acknowledgement”), dated as of the Fifth Amendment Effective Date, executed and delivered by an authorized officer or other authorized signatory of each Guarantor; and
Acknowledgment and Confirmation. The Administrative Agent shall have received the Acknowledgment and Confirmation, substantially in the form of Exhibit A hereto, executed and delivered by an authorized officer of the Borrower and each other Loan Party.
Acknowledgment and Confirmation. (a) Each of the Guarantors and the Borrowers hereby acknowledges and consents to the terms and conditions of the Amendment and the Amended Credit Agreement and the transactions contemplated thereby and hereby (collectively, the “Transactions”). In addition, each of the Guarantors and the Borrowers hereby (a) affirms and confirms its guarantees, pledges, mortgages, charges, grants of security, assignments (by way of security or otherwise) or other undertakings under each Loan Document to which it is a party, including its obligations as a Guarantor under the Guarantee Agreement, its obligations as an Obligor under the U.S. Collateral Agreement or its obligations as an Obligor or Pledgor under the Foreign Collateral Agreement or any Cayman Security Document, as applicable, in each case on a continuous basis after giving effect to the Transactions, and (b) acknowledges and agrees that (i) each Loan Document to which it is a party, as amended, shall remain in full force and effect on a continuous basis after giving effect to the Transactions and (ii) all guarantees, pledges, mortgages, charges, grants of security, assignments (by way of security or otherwise) or other undertakings, rights and obligations thereunder shall remain in full force and effect, as amended, and shall accrue to the benefit of the Secured Parties (or, with respect to the Cayman Security Documents, to the Collateral Agent, acting for and on behalf of the Secured Parties), and will extend to any increase in the balance of sums payable by any Guarantor or Obligor under the Loan Documents as a result of the amendment of the Credit Agreement and such amounts form part of the Obligations, in each case on a continuous basis after giving effect to the Transactions.
(b) Each Pledgor (as defined in the Amended Foreign Collateral Agreement) hereby grants a security interest in favor of the Collateral Agent in and to all of such Pledgor’s right, title and interest in the Pledged Collateral (as defined in the Amended Foreign Collateral Agreement) to secure the payment and performance of the Obligations.
(c) Each Grantor (as defined in the Amended Foreign Collateral Agreement) hereby grants a security interest in favor of the Collateral Agent in and to all of such Grantor’s right, title and interest in the Article 9 Collateral (as defined in the Amended Foreign Collateral Agreement) to secure the payment and performance of the Obligations.
(d) Each Grantor (as defined in the U.S. Collateral Agreement)...
Acknowledgment and Confirmation. The Administrative Agent shall have received the Acknowledgment and Confirmation, substantially in the form of Annex B hereto (the “Acknowledgement”), dated as of the Amendment Effective Date, executed and delivered by an authorized officer or other authorized signatory of each Guarantor;
Acknowledgment and Confirmation. Each Credit Party hereby confirms and agrees that after giving effect to this Amendment, the Existing Agreement and the other Credit Documents remain in full force and effect and enforceable against it in accordance with their respective terms and shall not be discharged, diminished, limited or otherwise affected in any respect, and the amendments to the Existing Agreement made pursuant to this Amendment shall not, in any manner, be construed to constitute payment of, or impair, limit, cancel or extinguish, or constitute a novation in respect of, the Obligations evidenced by or arising under the Existing Agreement and the other Credit Documents, which shall not in any manner be impaired, limited, terminated, waived or released, but shall continue in full force and effect. This acknowledgment and confirmation by the Credit Parties is made and delivered to induce Bank to enter into this Amendment. The Credit Parties acknowledge that Bank would not enter into this Amendment in the absence of the acknowledgment and confirmation contained herein.
Acknowledgment and Confirmation. MVWC and each of the Borrowers hereby confirm and agree, on behalf of each of the Loan Parties, with respect to each Loan Document to which such Loan Parties are party to, that (i) all of their obligations, liabilities and indebtedness under such Loan Document shall remain in full force and effect on a continuous basis regardless of the effectiveness of this Waiver and (ii) all of the Liens and security interests created and arising under such Loan Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, regardless of the effectiveness of this Waiver, as collateral security for its obligations, liabilities and indebtedness under the Credit Agreement and related guarantees.
Acknowledgment and Confirmation. Each of the Borrowers and other Loan Parties party hereto acknowledges the terms of this Thirteenth Amendment and hereby agrees and/or confirms, for the benefit of the Secured Parties, with respect to each Loan Document to which it is a party, immediately after giving effect to this Thirteenth Amendment:
(a) all of its obligations, liabilities and indebtedness under each such Loan Document, including guarantee and indemnity obligations and any new obligations, liabilities and indebtedness arising as a result of this Thirteenth Amendment, shall remain in full force and effect on a continuous basis;
(b) all of its guarantee obligations and all of its indemnity obligations contained in each Loan Document extend to any new obligations assumed by it under the Loan Documents as a result of this Thirteenth Amendment (including, but not limited to, under the Amended Credit Agreement); and
(c) all of the Liens and security interests created and arising under each such Loan Document are hereby expressly confirmed and remain in full force and effect on a continuous basis, and the perfected status and priority to the extent provided for in Section 5.18 of the Amended Credit Agreement of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Amended Credit Agreement and under its guarantees in the Loan Documents and such other liabilities and obligations expressed or purported to be secured pursuant to such Loan Document to the extent provided in such Loan Documents.
Acknowledgment and Confirmation. The parties acknowledge, confirm and agree that:
(a) an amount of US$30,000,000 is outstanding under the Tranche A Facility (“Rollover Loan”) as at the date of this Agreement; and
(b) an irrevocable deemed request (“Deemed Request”) will be given in respect of the Rollover Loan for the first rollover such that a Request in the form of Schedule 3 (“Form of Request”) will not be required, and the Facility Agent shall, in acting under this Agreement, treat such Deemed Request as if it is a Request.
Acknowledgment and Confirmation. This Lease and each of its terms and conditions will remain in full force and effect and be applicable to any such new space and such new space will be deemed to be the Premises demised hereunder; upon request Tenant will execute such documents which may be requested to evidence, acknowledge and confirm the relocation (but it will be effective even in the absence of such confirmation).
