Common use of Affirmation of Guarantors Clause in Contracts

Affirmation of Guarantors. (a) Each Guarantor (as defined in the Guaranty) hereby acknowledges that it has reviewed the terms and provisions of this Agreement and consents to the terms and conditions of this Agreement and any modification of the Loan Documents effected pursuant to this Agreement. Each Guarantor hereby confirms to the Administrative Agent and the Lenders that, after giving effect to this Agreement, the Guaranty of such Guarantor and each other Loan Document to which such Guarantor is a party continues in full force and effect and is the legal, valid and binding obligation of such Guarantor, enforceable against such Guarantor in accordance with its terms except as enforceability may be limited by applicable bankruptcy, insolvency, or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability. Each Guarantor further acknowledges, confirms and agrees that Administrative Agent and the Lenders have and shall continue to have a valid, enforceable and perfected first-priority lien (subject only to Permitted Liens) upon and security interest in the Collateral granted to Administrative Agent and the Lenders pursuant to the Loan Documents or otherwise granted to or held by Administrative Agent and the Lenders. (b) Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Agreement, such Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the waivers or modifications to the Credit Agreement effected pursuant to this Agreement, (ii) nothing in the Credit Agreement, this Agreement or any other Loan Document shall be deemed to require the consent of such Guarantor to any future waivers or modifications to the Credit Agreement, and (iii) the Lender parties hereto are relying on the assurances provided herein in entering into this Agreement and maintaining credit outstanding to the Borrower.

Appears in 3 contracts

Samples: Limited Forbearance Agreement and Amendment to Credit Agreement (Champion Industries Inc), Limited Forbearance Agreement and Fourth Amendment to Credit Agreement (Champion Industries Inc), Limited Forbearance Agreement and Third Amendment to Credit Agreement (Champion Industries Inc)

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Affirmation of Guarantors. (a) Each Guarantor (as defined in the Guaranty) hereby acknowledges that it has reviewed the terms and provisions of this Agreement and consents to the terms and conditions of this Agreement and any modification of the Loan Documents effected pursuant to this Agreement. Each Guarantor hereby confirms to the Administrative Control Agent and the Lenders other Secured Parties that, after giving effect to this Agreement, the Guaranty Guarantee of such Guarantor and each other Loan Document to which such Guarantor is a party continues in full force and effect and is the legal, valid and binding obligation of such Guarantor, enforceable against such Guarantor in accordance with its terms except as enforceability may be limited by applicable bankruptcy, insolvency, or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability. Each Guarantor further acknowledges, confirms and agrees that Administrative Control Agent and the other Lenders have and shall continue to have a valid, enforceable and perfected first-priority lien (subject only to Permitted Liens) upon and security interest in the Collateral granted to Administrative Control Agent and the other Lenders pursuant to the Loan Documents or otherwise granted to or held by Administrative Control Agent and the other Lenders. (b) Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Agreement, such Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the waivers or modifications to the Credit Agreement effected pursuant to this Agreement, Agreement and (ii) nothing in the Credit Agreement, this Agreement or any other Loan Document shall be deemed to require the consent of such Guarantor to any future waivers or modifications to the Credit Agreement, and (iii) the Lender parties hereto are relying on the assurances provided herein in entering into this Agreement and maintaining credit outstanding to the Borrower.

Appears in 3 contracts

Samples: Limited Forbearance Agreement, Limited Forbearance Agreement (Valeritas Holdings Inc.), Limited Forbearance Agreement (Valeritas Holdings Inc.)

Affirmation of Guarantors. (a) 5.1 Each Guarantor (as defined in the Guaranty) hereby acknowledges and agrees that it has reviewed the terms and provisions of this Agreement Amendment and consents to the terms and conditions of this Agreement and any modification of the Loan Documents effected pursuant to this AgreementAmendment. Each Guarantor hereby confirms to the Administrative Control Agent and the Lenders other Secured Parties that, after giving effect to this AgreementAmendment, the Guaranty Guarantee of such Guarantor and each other Loan Document to which such Guarantor is a party continues in full force and effect and is the legal, valid and binding obligation of such Guarantor, enforceable against such Guarantor in accordance with its terms except as enforceability may be limited by applicable bankruptcy, insolvency, or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability. Each Guarantor further acknowledges, confirms and agrees that Administrative Control Agent and the other Lenders have and shall continue to have a valid, enforceable and perfected first-priority lien (subject only to Permitted Liens) upon and security interest in the Collateral granted to Administrative Control Agent and the other Lenders pursuant to the Loan Documents or otherwise granted to or held by Administrative Control Agent and the other Lenders. (b) 5.2 Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this AgreementAmendment, such Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the waivers or modifications to the Credit Agreement or any other Loan Document effected pursuant to this Agreement, Amendment and (ii) nothing in the Credit Agreement, this Agreement Amendment or any other Loan Document shall be deemed to require the consent of such Guarantor to any future waivers or modifications to the Credit Agreement, and (iii) the Lender parties hereto are relying on the assurances provided herein in entering into this Agreement and maintaining credit outstanding to the Borrower.or any other Loan Document. EXECUTION COPY

Appears in 2 contracts

Samples: Limited Forbearance Agreement (Valeritas Holdings Inc.), Limited Forbearance Agreement (Valeritas Holdings Inc.)

Affirmation of Guarantors. (a) 5.1 Each Guarantor (as defined in the Guaranty) hereby acknowledges and agrees that it has reviewed the terms and provisions of this Agreement Amendment and consents to the terms and conditions of this Agreement and any modification of the Loan Documents effected pursuant to this AgreementAmendment. Each Guarantor hereby confirms to the Administrative Control Agent and the Lenders other Secured Parties that, after giving effect to this AgreementAmendment, the Guaranty Guarantee of such Guarantor and each other Loan Document to which such Guarantor is a party continues in full force and effect and is the legal, valid and binding obligation of such Guarantor, enforceable against such Guarantor in accordance with its terms except as enforceability may be limited by applicable bankruptcy, insolvency, or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability. Each Guarantor further acknowledges, confirms and agrees that Administrative Control Agent and the other Lenders have and shall continue to have a valid, enforceable and perfected first-priority lien (subject only to Permitted Liens) upon and security interest in the Collateral granted to Administrative Control Agent and the other Lenders pursuant to the Loan Documents or otherwise granted to or held by Administrative Control Agent and the other Lenders. (b) 5.2 Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this AgreementAmendment, such Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the waivers or modifications to the Credit Agreement or any other Loan Document effected pursuant to this Agreement, Amendment and (ii) nothing in the Credit Agreement, this Agreement Amendment or any other Loan Document shall be deemed to require the consent of such Guarantor to any future waivers or modifications to the Credit Agreement, and (iii) the Lender parties hereto are relying on the assurances provided herein in entering into this Agreement and maintaining credit outstanding to the Borroweror any other Loan Document.

Appears in 2 contracts

Samples: Limited Forbearance Agreement (Valeritas Holdings Inc.), Limited Forbearance Agreement (Valeritas Holdings Inc.)

Affirmation of Guarantors. (a) 5.1 Each Guarantor (as defined in the Guaranty) hereby acknowledges and agrees that it has reviewed the terms and provisions of this Agreement Amendment and consents to the terms and conditions of this Agreement and any modification of the Loan Documents effected pursuant to this AgreementAmendment. Each Guarantor hereby confirms to the Administrative Control Agent and the Lenders other Secured Parties that, after giving effect to this AgreementAmendment, the Guaranty Guarantee of such Guarantor and each other Loan Document to which such Guarantor is a party continues in full force and effect and is the legal, valid and binding obligation of such Guarantor, enforceable against such Guarantor in accordance with its terms except as enforceability may be limited by applicable bankruptcy, insolvency, or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability. Each Subject to Section 4(t)(vi) of the Forbearance Agreement (as amended by Section 1.6 of this Amendment), each Guarantor further acknowledges, confirms and agrees that Administrative Control Agent and the other Lenders have and shall continue to have a valid, enforceable and perfected first-priority lien (subject only to Permitted Liens) upon and security interest in the Collateral granted to Administrative Control Agent and the other Lenders pursuant to the Loan Documents or otherwise granted to or held by Administrative Control Agent and the other Lenders. (b) 5.2 Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this AgreementAmendment, such Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the waivers or modifications to the Credit Agreement or any other Loan Document effected pursuant to this Agreement, Amendment and (ii) nothing in the Credit Agreement, this Agreement Amendment or any other Loan Document shall be deemed to require the consent of such Guarantor to any future waivers or modifications to the Credit Agreement, and (iii) the Lender parties hereto are relying on the assurances provided herein in entering into this Agreement and maintaining credit outstanding to the Borroweror any other Loan Document.

Appears in 1 contract

Samples: Limited Forbearance Agreement (Valeritas Holdings Inc.)

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Affirmation of Guarantors. (a) Each Guarantor (as defined in the Guaranty) hereby acknowledges that it has reviewed the terms and provisions of this Agreement and consents to the terms and conditions of this Agreement and any modification of the Loan Documents effected pursuant to this Agreement. Each Guarantor hereby confirms to the Administrative Agent and the Lenders Lender Parties that, after giving effect to this Agreement, the Guaranty of such Guarantor and each other Loan Document to which such Guarantor is a party continues in full force and effect and is the legal, valid and binding obligation of such Guarantor, enforceable against such Guarantor in accordance with its terms except as enforceability may be limited by applicable bankruptcy, insolvency, or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability. Each Guarantor further acknowledges, confirms and agrees that Administrative Agent and the Lenders have and shall continue to have a valid, enforceable and perfected first-priority lien (subject only to Permitted Liens) upon and security interest in the Collateral granted to Administrative Agent and the Lenders pursuant to the Loan Documents or otherwise granted to or held by Administrative Agent and the Lenders. (b) Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Agreement, such Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the waivers or modifications to the Credit Agreement effected pursuant to this Agreement, (ii) nothing in the Credit Agreement, this Agreement or any other Loan Document shall be deemed to require the consent of such Guarantor to any future waivers or modifications to the Credit Agreement, and (iii) the Lender parties hereto are relying on the assurances provided herein in entering into this Agreement and maintaining credit outstanding to the Borrower.

Appears in 1 contract

Samples: First Limited Forbearance and Waiver Agreement and First Amendment to Amended and Restated Credit Agreement (Champion Industries Inc)

Affirmation of Guarantors. (a) 10.1 Each Guarantor (as defined in the Guaranty) hereby acknowledges that it has reviewed the terms and provisions of this Agreement Amendment and consents to the terms and conditions of this Agreement Amendment and any modification of the Loan Documents effected pursuant to this AgreementAmendment. Each Guarantor hereby confirms to the Administrative Agent and the Lenders Lender Parties that, after giving effect to this AgreementAmendment, the Guaranty of such Guarantor and each other Loan Document to which such Guarantor is a party continues in full force and effect and is the legal, valid and binding obligation of such Guarantor, enforceable against such Guarantor in accordance with its terms except as enforceability may be limited by applicable bankruptcy, insolvency, or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability. Each Guarantor further acknowledges, confirms and agrees that Administrative Agent and the Lenders have and shall continue to have a valid, enforceable and perfected first-priority lien (subject only to Permitted Liens) upon and security interest in the Collateral granted to Administrative Agent and the Lenders pursuant to the Loan Documents or otherwise granted to or held by Administrative Agent and the Lenders. (b) 10.2 Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this AgreementAmendment, such Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the waivers or modifications to the Credit Agreement and Forbearance Agreement and Limited Waiver effected pursuant to this AgreementAmendment, (ii) nothing in the Credit Agreement, this Agreement Amendment or any other Loan Document shall be deemed to require the consent of such Guarantor to any future waivers or modifications to the Credit Agreement, and (iii) the Lender parties hereto are relying on the assurances provided herein in entering into this Agreement Amendment and maintaining credit outstanding to the Borrower.

Appears in 1 contract

Samples: Limited Forbearance and Waiver Agreement (Champion Industries Inc)

Affirmation of Guarantors. (a) Each Guarantor (as defined in the Guaranty) hereby acknowledges that it has reviewed the terms and provisions of this Agreement and consents to the terms and conditions of this Agreement and any modification of the Loan Documents effected pursuant to this Agreement. Each Guarantor hereby confirms to the Administrative Agent and the Lenders Lender that, after giving effect to this Agreement, the Guaranty of such Guarantor and each other Loan Document to which such Guarantor is a party continues in full force and effect and is the legal, valid and binding obligation of such Guarantor, enforceable against such Guarantor in accordance with its terms except as enforceability may be limited by applicable bankruptcy, insolvency, or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability. Each Guarantor further acknowledges, confirms and agrees that Administrative Agent and the Lenders Lender have and shall continue to have a valid, enforceable and perfected first-priority lien (subject only to Permitted Liens) upon and security interest in the Collateral granted to Administrative Agent and the Lenders Lender pursuant to the Loan Documents or otherwise granted to or held by Administrative Agent and the Lenders. (b) Each Guarantor acknowledges Lender. This Agreement is entered into between us for the uses and agrees that (i) notwithstanding the conditions to effectiveness purposes hereinabove set forth in this Agreement, such Guarantor is not required by the terms as of the Credit Agreement or any other Loan Document to consent to date first above written. Champion Industries, Inc. By /s/ Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Title: Chairman of the waivers or modifications to the Credit Agreement effected pursuant to this Agreement, (ii) nothing in the Credit Agreement, this Agreement or any other Loan Document shall be deemed to require the consent of such Guarantor to any future waivers or modifications to the Credit Agreement, and (iii) the Lender parties hereto are relying on the assurances provided herein in entering into this Agreement and maintaining credit outstanding to the Borrower.Board

Appears in 1 contract

Samples: Credit Agreement (Champion Industries Inc)

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