Amendment and Restatement Definitions Sample Clauses

Amendment and Restatement Definitions. The Parties hereby agree and acknowledge that this Agreement amends and restates the Original EMA in its entirety. Except as otherwise expressly provided herein, all capitalized terms used and not defined herein shall have the respective meanings assigned to them in the Separation Agreement or in the preceding portions of this Agreement. In addition, the following terms, as used herein, shall have the following meanings:
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Amendment and Restatement Definitions. (a) With immediate effect, the Second Amended and Restated Investor Rights Agreement is hereby amended and restated so that it will read and be construed for all purposes as set out in this Agreement. (b) Unless otherwise provided for herein, in this Agreement the following terms shall be given the following meanings:
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Amendment and Restatement Definitions. (a) With immediate effect, the Second Amended and Restated Registration Rights Agreement is hereby amended and restated so that it will read and be construed for all purposes as set out in this Agreement. (b) As used in this Agreement, the following terms shall have the following meanings:
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Amendment and Restatement Definitions. (a) With immediate effect, the Original Investor Rights Agreement is hereby amended and restated so that it will read and be construed for all purposes as set out in this Agreement. (b) Unless otherwise provided for herein, in this Agreement the following terms shall be given the following meanings:
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Amendment and Restatement Definitions. Subject to the satisfaction of each condition precedent contained in Section 4.01, the Existing Credit Agreement shall be amended and restated as of the Effective Date in its entirety in the form of this Agreement. It is the intention of the Borrower, the Lenders, the Issuing Bank and the Administrative Agent that this Agreement supersede and replace the Existing Credit Agreement in its entirety; provided, that (a) such amendment and restatement shall operate to renew, amend and modify the rights and obligations of the parties under the Existing Credit Agreement, as applicable and as provided herein, but shall not effect a novation thereof, (b) unless otherwise provided for herein and evidenced by a separate written agreement, amendment or release, no other Credit Document, as defined in, and executed and/or delivered pursuant to the terms of, the Existing Credit Agreement (collectively, the “Existing Credit Documents”) shall be amended, terminated or released in any respect and all of such other Existing Credit Documents shall remain in full force and effect except that the Borrower, the Lenders, the Issuing Bank and the Administrative Agent agree that by executing this Agreement the definition of “Credit Agreement” contained in such Existing Credit Documents shall be amended to include this Agreement and all future amendments hereto, and (c) the Liens securing the indebtedness and other obligations under the Existing Credit Documents and granted pursuant to such Existing Credit Documents shall not be extinguished, but shall be carried forward, and such Liens shall secure such indebtedness and other obligations as renewed, amended, restated and modified hereby. The parties hereto hereby further agree as follows:
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Amendment and Restatement Definitions. (a) As of the date of this Agreement, the terms, agreements, representations and warranties contained in the Original Distribution Agreement shall be deemed amended and restated in their entirety as follows, and the Original Distribution Agreement shall be consolidated with and into and superseded by this Agreement. (b) For purposes of this Agreement, unless the context requires otherwise, the following terms will have the following meanings:
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Amendment and Restatement Definitions. (a) With immediate effect, the Second Amended and Restated Investor Rights Agreement is hereby amended and restated so that it will read and be construed for all purposes as set out in this Agreement. (b) Unless otherwise provided for herein, in this Agreement the following terms shall be given the following meanings: ''Affiliate'' means, save as follows, any Person directly or indirectly controlling, controlled by or under common control with any other Person. For the purpose of this definition, ''control'' means the power to direct (by contract or otherwise) the operations, policies or management of a Person. Notwithstanding any provision of this Agreement to the contrary, J.X. Xxxxxx Cxxxx & Co. and its subsidiaries and affiliates (other than JPMP and the subsidiaries of JPMP) (all of whom are collectively referred to as the ''Other JX Xxxxxx Entities'') shall be deemed not to be Affiliates of JPMP and under no circumstances whatsoever shall JPMP be responsible or liable hereunder for the acts or omissions of the Other JX Xxxxxx Entities. ''Agreement'' means this Third Amended and Restated Investor Rights Agreement and all schedules and instruments in amendment or confirmation of it; ''hereof'', ''hereto'' and ''hereunder'' and similar expressions mean and refer to this Agreement and not to any particular Article, Section, Subsection or other subdivision; ''Article'', ''Section'', ''Subsection'' or other subdivision of this Agreement followed by a number refers to the specified Article, Section, Subsection or other subdivision of this Agreement. ''Board'' means the board of directors of the Company.
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Amendment and Restatement Definitions. 1 1. 1. Background. . . . . . . . . . . . . . . . . . . . . . 1 1.2.
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Amendment and Restatement Definitions 
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Related to Amendment and Restatement Definitions

  • Amendment and Restatement (a) The Credit Parties, the Administrative Agent, the Letter of Credit Issuer, the Swingline Lender and the Lenders hereby agree that upon the effectiveness of this Agreement, the terms and provisions of the Existing Debt Facility shall be and hereby are amended and restated in their entirety by the terms and conditions of this Agreement and the terms and provisions of the Existing Debt Facility, except as otherwise provided in this Agreement (including, without limitation, clause (b) of this Section 13.22), shall be superseded by this Agreement. (b) Notwithstanding the amendment and restatement of the Existing Debt Facility by this Agreement, the Credit Parties shall continue to be liable to each Indemnified Person with respect to agreements on their part under the Existing Debt Facility to indemnify and hold harmless such Indemnified Person from and against all claims, demands, liabilities, damages, losses, costs, charges and expenses to which the Administrative Agent and the Lenders may be subject arising in connection with the Existing Debt Facility. This Agreement is given as a substitution of, and not as a payment of, the obligations of the Credit Parties under the Existing Debt Facility and is not intended to constitute a novation of the Existing Debt Facility. (c) By execution of this Agreement all parties hereto agree that (i) each of the Security Documents and the other Credit Documents is hereby amended such that all references to the Existing Debt Facility and the Loans and Commitments thereunder shall be deemed to refer to this Agreement and the continuation of the Loans and Commitments hereunder, (ii) all obligations under the Guarantee and the Security Documents are reaffirmed and remain in full force and effect on a continuous basis after giving effect to this Agreement and (iii) all security interests and liens granted under the Security Documents are reaffirmed and shall continue and secure the Obligations hereunder and the obligations of the Guarantors under the Guarantee after giving effect to this Agreement.

  • Amendment of Definitions Subject to Section 2.01 hereof, the Indenture is hereby amended by deleting any definitions from the Indenture with respect to which references would be eliminated as a result of the amendments of the Indenture pursuant to Section 1.01 hereof.

  • Amendment and Restatement; No Novation (a) This Agreement constitutes an amendment and restatement of the Existing Credit Agreement effective from and after the Restatement Effective Date. The execution and delivery of this Agreement shall not constitute a novation of any Indebtedness or other Obligations owing to the Lenders or the Administrative Agent under the Existing Credit Agreement based on facts or events occurring or existing prior to the execution and delivery of this Agreement. On the Restatement Effective Date, the credit facilities described in the Existing Credit Agreement shall be amended, supplemented, modified and restated in their entirety by the facilities described herein, all loans and other obligations of the Borrower outstanding as of such date under the Existing Credit Agreement shall be deemed to be Loans and Obligations outstanding under the corresponding facilities described herein, without any further action by any Person, and participations in Letters of Credit and Swing Line Loans shall be deemed to be reallocated as are necessary in order that the outstanding balance of such participations, together with any Loans funded on the Restatement Effective Date, reflect the respective Commitments of the Lenders hereunder. (b) In connection with the foregoing, by signing this Agreement, each Loan Party hereby confirms that notwithstanding the effectiveness of this Agreement and the transactions contemplated hereby (i) the Obligations of such Loan Party under this Agreement and the other Loan Documents are entitled to the benefits of the guarantees and the security interests set forth or created herein and in the Collateral Documents, (ii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor with respect to all of the Guaranteed Obligations, (iii) each Loan Document to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects and shall remain in full force and effect according to its terms and (iv) such Loan Party ratifies and confirms that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations.

  • Credit Agreement Definitions Unless otherwise defined herein or the context otherwise requires, terms used in this Pledge Agreement, including its preamble and recitals, have the meanings provided in the Credit Agreement.

  • Amendment to Definitions In Section 1.1, amendments are made to the definitions, as follows:

  • Effect of Amendment and Restatement It is the intent of the parties hereto that this Agreement shall, as of the date hereof, replace in its entirety the Original Trust Agreement; provided, however, that with respect to the period of time from January 20, 2021 through the date hereof, the rights and obligations of the parties shall be governed by the Original Trust Agreement; and provided further, that the amendment and restatement of the Original Trust Agreement shall not affect any of the grants, conveyances or transfers contemplated by the Original Trust Agreement to have occurred prior to the date hereof.

  • Amendment and Restatement of Existing Credit Agreement Upon the execution and delivery of this Agreement, the Existing Credit Agreement shall be amended and restated to read in its entirety as set forth herein. With effect from and including the Effective Date, (i) the Commitments of each Lender party hereto shall be as set forth on Appendix A (and (a) to the extent that such Lender constitutes a lender under the Existing Credit Agreement (a “Consenting Lender”), such Consenting Lender’s commitment thereunder shall be terminated and replaced with its respective Commitment hereunder and (b) any lender under the Existing Credit Agreement that is not listed on Appendix A shall cease to be a Lender hereunder and its commitment thereunder shall be terminated; provided that, for the avoidance of doubt, such lender under the Existing Credit Agreement shall continue to be entitled to the benefits of Section 9.03 of the Existing Credit Agreement), (ii) all accrued and unpaid interest and fees and other amounts owing under the Existing Credit Agreement shall have been paid by the Borrower under the Existing Credit Agreement, whether or not such interest, fees or other amounts would otherwise be due and payable at such time pursuant to the Existing Credit Agreement, (iii) the Commitment Ratio of the Consenting Lenders shall be redetermined based on the Commitments set forth in the Appendix A and the participations of the Consenting Lenders in, and the obligations of the Consenting Lenders in respect of, any Letters of Credit or Swingline Loans outstanding on the Effective Date shall be reallocated to reflect such redetermined Commitment Ratio and (iv) each JLA Issuing Bank shall have the Fronting Sublimit set forth in Appendix B.

  • Master Definitions Supplement All terms and expressions used in this Agreement shall have the same meaning as those contained in the Master Definitions Supplement to the CAISO Tariff.

  • Amended and Restated Agreement and Declaration of Trust A copy of the Amended and Restated Agreement and Declaration of Trust for the Trust is on file with the Secretary of the Commonwealth of Massachusetts. The Amended and Restated Agreement and Declaration of Trust has been executed on behalf of the Trust by Trustees of the Trust in their capacity as Trustees of the Trust and not individually. The obligations of this Agreement shall be binding upon the assets and property of the Trust and shall not be binding upon any Trustee, officer, or shareholder of the Trust individually.

  • ARTICLE I DEFINITIONS 1 SECTION 1.01.

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