Acknowledgment of Factual Matters; Facility Status Sample Clauses

Acknowledgment of Factual Matters; Facility Status. (a) Debtors, Other Guarantors and Junior Lenders acknowledge and confirm the truth and accuracy of the recitals set forth in the recital paragraphs of this Agreement. Without limiting the generality of the immediately preceding sentence, Debtors, Other Guarantors and Junior Lenders acknowledge and confirm: (i) the existence of the Forbearance Defaults and (ii) that, by reason of the Forbearance Defaults, Bank presently has the right to exercise the Bank Rights. Further, Debtors, Other Guarantors and Junior Lenders acknowledge and confirm that, on Bank’s demand, Bank can exercise any or all of the Bank Rights and thereupon all of the Obligations will be immediately due and payable to Bank in full, without offset, defense, recoupment or counterclaim, and that no Debtor or Other Guarantor has any claim or defense of any kind, by way of offset or otherwise, to the payment and performance of all (subject to any non-recourse provisions with respect to Other GuarantorsGuaranties) of the Obligations. Debtors and each Other Guarantor (subject to any non-recourse provisions with respect to Other Guarantors Guaranties) absolutely and unconditionally promise to pay and perform all Obligations. (b) Bank shall not have any further obligations to Borrowers under the Credit Agreement or any of the other Loan Documents to make any further Loans or any other extensions of credit or financial accommodations or any forbearances. Notwithstanding the foregoing, Bank may, in its sole discretion, continue to honor requests for Loans received by Bank prior to the sale of the Subject Collateral, which are used by each Borrower exclusively for its ordinary and necessary business expenses and for budgeted wind-up expenses (e.g., exclusive of any capital expenditures or extraordinary expenses). Bank expressly reserves the right, however, to discontinue making, without notice to Debtors, Other Guarantors or Junior Lenders of any kind whatsoever, any Loans or any other extensions of credit or financial accommodations, and under no circumstances should Bank’s acceptance of any partial payment on account of the Obligations or this Agreement be interpreted to mean that Bank has committed to make any Loans (or any other extensions of credit or financial accommodations) or other forbearances in favor of any Debtor or Other Guarantor or that Bank has waived any Forbearance Default.
Sample 1

Related to Acknowledgment of Factual Matters; Facility Status

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