Common use of Acknowledgment of Lenders Clause in Contracts

Acknowledgment of Lenders. Each Lender party hereto expressly acknowledges that neither the Administrative Agent nor any of its Affiliates nor any of its respective officers, directors, employees, agents or attorneys-in-fact have made any representations or warranties to it and that no act by the Administrative Agent hereafter taken, including any review of the affairs of a Loan Party or any affiliate of a Loan Party, shall be deemed to constitute any representation or warranty by the Administrative Agent to any Lender. Each Lender party hereto represents to the Administrative Agent that it has, independently and without reliance upon the Administrative Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, financial and other condition and creditworthiness of the Loan Parties and their affiliates and made its own decision to enter into this Amendment. Each Lender party hereto also represents that it will, independently and without reliance upon the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under the Amended Credit Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Loan Parties and their affiliates. Each Lender party hereto hereby (a) confirms that it has received a copy of the Amended Credit Agreement and each other Loan Document and such other documents (including financial statements) and information as it deems appropriate to make its decision to enter into this Amendment, (b) agrees that it shall be bound by the terms of the Amended Credit Agreement as a Lender thereunder and that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender, (c) irrevocably designates and appoints the Administrative Agent as the agent of such Lender under the Amended Credit Agreement and the other Loan Documents, and each such Lender irrevocably authorizes the Administrative Agent, in such capacity, to take such action on its behalf under the provisions of the Amended Credit Agreement and the other Loan Documents and to exercise such powers and perform such duties as are delegated to the Administrative Agent by the terms of the Amended Credit Agreement and the other Loan Documents, together with such other powers as are reasonably incidental thereto and (d) acknowledges that this Amendment is a “Loan Document” for all purposes of the Amended Credit Agreement and the other Loan Documents.

Acknowledgment of Lenders. Each Lender party hereto (and each Existing Term Lender by execution of a Cashless Roll Letter) expressly acknowledges that neither the Administrative Agent nor the Lead Arranger, nor any of its their Affiliates nor any of its their respective officers, directors, employees, agents or attorneys-in-fact have made any representations or warranties to it and that no act by the Administrative Agent or the Lead Arranger hereafter taken, including any review of the affairs of a Loan Party or any affiliate of a Loan Party, shall be deemed to constitute any representation or warranty by the Administrative Agent or the Lead Arranger to any Lender. Each Lender party hereto represents to the Administrative Agent and the Lead Arranger that it has, independently and without reliance upon the Administrative Agent Agent, the Lead Arranger or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, financial and other condition and creditworthiness of the Loan Parties and their affiliates and made its own decision to provide its Refinancing 2017-2 First Lien Term Loans, 2022 Revolving Credit Commitments or Additional Revolving Credit Commitments, as applicable, hereunder and enter into this AmendmentAmendment and become a Lender under the Amended Credit Agreement. Each Lender party hereto (and each Existing Term Lender by execution of a Cashless Roll Letter) also represents that it will, independently and without reliance upon the Administrative Agent Agent, the Lead Arranger or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under the Amended Credit Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Loan Parties and their affiliates. Each Lender party hereto (and each Existing Term Lender by execution of a Cashless Roll Letter) hereby (a) confirms that it has received a copy of the Amended Credit Agreement and each other Loan Document and such other documents (including financial statements) and information as it deems appropriate to make its decision to enter into this Amendment, (b) agrees that it shall be bound by (or, in the case of the 2022 Revolving Credit Lenders that are not Additional Revolving Credit Lenders, continue to be bound by) the terms of the Amended Credit Agreement as a Term Lender or a Revolving Credit Lender, as applicable, thereunder and that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Term Lender or a Revolving Credit Lender, as applicable, (c) irrevocably designates and appoints the Administrative Agent as the agent of such Lender under the Amended Credit Agreement and the other Loan Documents, and each such Lender irrevocably authorizes the Administrative Agent, in such capacity, to take such action on its behalf under the provisions of the Amended Credit Agreement and the other Loan Documents and to exercise such powers and perform such duties as are delegated to the Administrative Agent by the terms of the Amended Credit Agreement and the other Loan Documents, together with such other powers as are reasonably incidental thereto and thereto, (d) specifies as its lending office and address for notices the offices set forth on the Administrative Questionnaire provided by it to the Administrative Agent prior to the date hereof; (e) agrees to waive its right to compensation for any amounts owing under Section 3.05 of the Existing Credit Agreement; (f) acknowledges that this Amendment is a “Loan Document” for all purposes of the Amended Credit Agreement and the other Loan Documents; (g) agrees that this Amendment shall serve as the notice specified in Section 2.14 of the Existing Credit Agreement with respect to the Additional Revolving Credit Commitments and waives any time period for delivery of such notice set forth therein; (h) agrees to waive any notice requirements set forth in Section 2.05(a) of the Credit Agreement or otherwise, to the extent necessary to give effect to Section 5 of this Amendment; and (i) acknowledges that, notwithstanding anything in the Existing Credit Agreement or any other Loan Document to the contrary, the Evoqua IPO shall be deemed a “Qualifying IPO” for all purposes of the Existing Credit Agreement, the Amended Credit Agreement and the other Loan Documents.

Acknowledgment of Lenders. Each Lender party hereto expressly acknowledges that neither the Administrative Agent nor the Lead Arranger, nor any of its their Affiliates nor any of its their respective officers, directors, employees, agents or attorneys-in-fact have made any representations or warranties to it and that no act by the Administrative Agent or the Lead Arranger hereafter taken, including any review of the affairs of a Loan Party or any affiliate of a Loan Party, shall be deemed to constitute any representation or warranty by the Administrative Agent or the Lead Arranger to any Lender. Each Lender party hereto represents to the Administrative Agent and the Lead Arranger that it has, independently and without reliance upon the Administrative Agent Agent, the Lead Arranger or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, financial and other condition and creditworthiness of the Loan Parties and their affiliates and made its own decision to provide its Incremental 2017 First Lien Term Loans and/or Refinancing 2017 First Lien Term Loans hereunder, as applicable, and enter into this AmendmentAmendment and become a Lender under the Amended Credit Agreement. Each Lender party hereto also represents that it will, independently and without reliance upon the Administrative Agent Agent, the Lead Arranger or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under the Amended Credit Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Loan Parties and their affiliates. Each Lender party hereto hereby (a) confirms that it has received a copy of the Amended Credit Agreement and each other Loan Document and such other documents (including financial statements) and information as it deems appropriate to make its decision to enter into this Amendment, (b) agrees that it shall be bound by the terms of the Amended Credit Agreement as a Term Lender thereunder and that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Term Lender, (c) irrevocably designates and appoints the Administrative Agent as the agent of such Lender under the Amended Credit Agreement and the other Loan Documents, and each such Lender irrevocably authorizes the Administrative Agent, in such capacity, to take such action on its behalf under the provisions of the Amended Credit Agreement and the other Loan Documents and to exercise such powers and perform such duties as are delegated to the Administrative Agent by the terms of the Amended Credit Agreement and the other Loan Documents, together with such other powers as are reasonably incidental thereto and thereto, (d) specifies as its lending office and address for notices the offices set forth on the Administrative Questionnaire provided by it to the Administrative Agent prior to the date hereof, (e) acknowledges that this Amendment is a “Loan Document” for all purposes of the Amended Credit Agreement and the other Loan DocumentsDocuments and (f) agrees that this Amendment shall serve as the notice specified in Section 2.14 of the Existing Credit Agreement with respect to the Incremental 2017 First Lien Term Loan Commitments and the Loans made pursuant hereto and waives any time period for delivery of such notice set forth therein.

Acknowledgment of Lenders. Each Lender party hereto expressly acknowledges that neither the Administrative Agent nor any Lead Arranger, nor any of its their Affiliates nor any of its their respective officers, directors, employees, agents or attorneys-in-fact have made any representations or warranties to it and that no act by the Administrative Agent or any Lead Arranger hereafter taken, including any review of the affairs of a Loan Party or any affiliate of a Loan Party, shall be deemed to constitute any representation or warranty by the Administrative Agent or any Lead Arranger to any Lender. Each Lender party hereto represents to the Administrative Agent and the Lead Arrangers that it has, independently and without reliance upon the Administrative Agent Agent, any Lead Arranger or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, financial and other condition and creditworthiness of the Loan Parties and their affiliates and made its own decision to provide its Incremental First Lien Term Loans and/or Additional Revolving Credit Commitments hereunder (if applicable) and enter into this AmendmentAmendment and become a Lender under the Amended Credit Agreement (if applicable). Each Lender party hereto also represents that it will, independently and without reliance upon the Administrative Agent Agent, the Lead Arrangers or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under the Amended Credit Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Loan Parties and their affiliates. Each Incremental Lender party hereto hereby (a) confirms that it has received a copy of the Amended Credit Agreement and each other Loan Document and such other documents (including financial statements) and information as it deems appropriate to make its decision to enter into this Amendment, (b) agrees that it shall be bound by the terms of the Amended Credit Agreement as a Term Lender or Revolving Lender, as the case may be, thereunder and that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Term Lender or Revolving Lender, as the case may be, (c) irrevocably designates and appoints the Administrative Agent as the agent of such Incremental Lender under the Amended Credit Agreement and the other Loan Documents, and each such Incremental Lender irrevocably authorizes the Administrative Agent, in such capacity, to take such action on its behalf under the provisions of the Amended Credit Agreement and the other Loan Documents and to exercise such powers and perform such duties as are delegated to the Administrative Agent by the terms of the Amended Credit Agreement and the other Loan Documents, together with such other powers as are reasonably incidental thereto and thereto, (d) specifies as its lending office and address for notices the offices set forth on the Administrative Questionnaire provided by it to the Administrative Agent prior to the date hereof, (e) acknowledges that this Amendment is a “Loan Document” for all purposes of the Amended Credit Agreement and the other Loan Documents, (f) agrees that this Amendment shall serve as the notice specified in Section 2.14 of the Credit Agreement with respect to the Additional Revolving Credit Commitments, the Incremental First Lien Term Commitments and the Loans made pursuant hereto and waives any time period for delivery of such notice set forth therein and (g) waives any prepayment notice required in connection with the Revolving Credit Loan Prepayment and any prior notice requirement for the borrowing of Eurocurrency Rate Loans (and/or continuation and/or conversion of interest periods in connection therewith).

Acknowledgment of Lenders. Each Lender party hereto expressly acknowledges that neither the Administrative Agent nor the Lead Arranger, nor any of its their Affiliates nor any of its their respective officers, directors, employees, agents or attorneys-in-fact attorneys‑in‑fact have made any representations or warranties to it and that no act by the Administrative Agent or the Lead Arranger hereafter taken, including any review of the affairs of a Loan Party or any affiliate of a Loan Party, shall be deemed to constitute any representation or warranty by the Administrative Agent or the Lead Arranger to any Lender. Each Lender party hereto represents to the Administrative Agent and the Lead Arranger that it has, independently and without reliance upon the Administrative Agent Agent, the Lead Arranger or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, financial and other condition and creditworthiness of the Loan Parties and a nd their affiliates and made its own decision to provide its Incremental 2018 First Lien Term Loans and/or 2022 Revolving Credit Commitments hereunder, as applicable, and enter into this AmendmentAmendment and become a Lender under the Amended Credit Agreement. Each Lender party hereto also represents that it will, independently and without reliance upon the Administrative Agent Agent, the Lead Arranger or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under the Amended Credit Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Loan Parties and their affiliates. Each Lender party hereto hereby (a) confirms that it has received a copy of the Amended Credit Agreement and each other Loan Document and such other documents (including financial statements) and information as it deems appropriate to make its decision to enter into this Amendment, (b) agrees that it shall be bound by (or, in the case of the 2022 Revolving Credit Lenders, continue to be bound by) the terms of the Amended Credit Agreement as a Term Lender or a Revolving Credit Lender, as applicable, thereunder and that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Term Lender or a Revolving Credit Lender, as applicable, (c) irrevocably designates and appoints the Administrative Agent as the agent of such Lender under the Amended Credit Agreement and the other Loan Documents, and each such Lender irrevocably authorizes the Administrative Agent, in such capacity, to take such action on its behalf under the provisions of the Amended Credit Agreement and the other Loan Documents and to exercise such powers and perform such duties as are delegated to the Administrative Agent by the terms of the Amended Credit Agreement and the other Loan Documents, together with such other powers as are reasonably incidental thereto and thereto, (d) specifies as its lending office and address for notices the offices set forth on the Administrative Questionnaire provided by it to the Administrative Agent prior to the date hereof, (e) agrees to waive its right to compensation for any amounts owing under Section 3.05 of the Existing Credit Agreement; (f) acknowledges that this Amendment is a “Loan Document” for all purposes of the Amended Credit Agreement and the other Loan Documents, and (g) agrees that this Amendment shall serve as the notice specified in Section 2.14 of the Existing Credit Agreement with respect to the Incremental 2018 First Lien Term Loan Commitments and the Loans made pursuant hereto and waives any time period for delivery of such notice set forth therein.

Acknowledgment of Lenders. Each Lender party hereto (and each Existing Term Lender by execution of a Cashless Roll Letter) expressly acknowledges that neither the Administrative Agent nor the Lead Arranger, nor any of its their Affiliates nor any of its their respective officers, directors, employees, agents or attorneys-in-fact have made any representations or warranties to it and that no act by the Administrative Agent or the Lead Arranger hereafter taken, including any review of the affairs of a Loan Party or any affiliate of a Loan Party, shall be deemed to constitute any representation or warranty by the Administrative Agent or the Lead Arranger to any Lender. Each Lender party hereto represents to the Administrative Agent and the Lead Arranger that it has, independently and without reliance upon the Administrative Agent Agent, the Lead Arranger or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, financial and other condition and creditworthiness of the Loan Parties and their affiliates and made its own decision to provide its Refinancing 2020 First Lien Term Loans hereunder and enter into this AmendmentAmendment and become a Lender under the Amended Credit Agreement. Each Lender party hereto (and each Existing Term Lender by execution of a Cashless Roll Letter) also represents that it will, independently and without reliance upon the Administrative Agent Agent, the Lead Arranger or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under the Amended Credit Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Loan Parties and their affiliates. Each Lender party hereto (and each Existing Term Lender by execution of a Cashless Roll Letter) hereby (a) confirms that it has received a copy of the Amended Credit Agreement and each other Loan Document and such other documents (including financial statements) and information as it deems appropriate to make its decision to enter into this Amendment, (b) agrees that it shall be bound by the terms of the Amended Credit Agreement as a Term Lender thereunder and that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender, Term Lender (c) irrevocably designates and appoints the Administrative Agent as the agent of such Lender under the Amended Credit Agreement and the other Loan Documents, and each such Lender irrevocably authorizes the Administrative Agent, in such capacity, to take such action on its behalf under the provisions of the Amended Credit Agreement and the other Loan Documents and to exercise such powers and perform such duties as are delegated to the Administrative Agent by the terms of the Amended Credit Agreement and the other Loan Documents, together with such other powers as are reasonably incidental thereto thereto, (d) specifies as its lending office and address for notices the offices set forth on the Administrative Questionnaire provided by it to the Administrative Agent prior to the date hereof; (e) agrees to waive its right to compensation for any amounts owing under Section 3.05 of the Existing Credit Agreement to the extent such amounts are owed in connection with this Amendment and (df) acknowledges that this Amendment is a “Loan Document” for all purposes of the Amended Credit Agreement and the other Loan Documents.