Common use of Consent and Reaffirmation Clause in Contracts

Consent and Reaffirmation. Each of the undersigned (the “Guarantors”) hereby (i) acknowledges receipt of a copy of the Amendment No. 1, dated as of November 7, 2007 (“Amendment No. 1”), to the Second Amended and Restated Credit Agreement, dated as of September 1, 2007, among H&E Equipment Services, Inc., Great Northern Equipment, Inc., H&E Equipment Services (California), LLC (collectively, the “Borrowers”), the other Credit Parties named therein, the Lenders named therein, General Electric Capital Corporation, as Agent, and Bank of America, N.A., as Syndication Agent and Documentation Agent; (ii) consents to Borrowers’ execution and delivery thereof and approves and consents to the transactions contemplated thereby; (iii) agrees to be bound thereby; and (iv) affirms that nothing contained therein shall modify or diminish in any respect whatsoever its obligations under its Guaranty and the other Loan Documents to which it is a party and reaffirms that such Guaranty is and shall continue to remain in full force and effect. This acknowledgement by the Guarantors is made and delivered to induce Agent and the Lenders to enter into the Amendment No. 1, and the Guarantors acknowledge that Agent and the Lenders would not enter into the Amendment No. 1 in the absence of the acknowledgements contained herein. Although Guarantors have been informed of the matters set forth herein and have acknowledged and agreed to same, Guarantors understand that Agent and the Lenders have no obligation to inform Guarantors of such matters in the future or to seek Guarantors’ acknowledgment or agreement to future amendments or waivers, and nothing herein shall create such a duty. Capitalized terms used herein without definition shall have the meanings given to such terms in Amendment No. 1. [Signature page follows.]

Appears in 1 contract

Samples: Credit Agreement (H&E Equipment Services, Inc.)

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Consent and Reaffirmation. Each of the undersigned (the each a GuarantorsGuarantor”) hereby (i) acknowledges receipt of a copy of the foregoing Third Amendment No. 1, dated as of November 7, 2007 (“Amendment No. 1”), to the Second Third Amended and Restated Credit Agreement, dated as of September 1, 2007, among H&E Equipment Services, Inc., Great Northern Equipment, Inc., H&E Equipment Services Agreement (California), LLC (collectively, the “BorrowersThird Amendment”), the other Credit Parties named therein, the Lenders named therein, General Electric Capital Corporation, as Agent, and Bank of America, N.A., as Syndication Agent and Documentation Agent; (ii) consents to Borrowers’ the Borrower’s execution and delivery thereof and approves and consents to the transactions contemplated therebythereof; (iii) agrees consents to be bound therebythe terms of the Third Amendment; and (iv) affirms that nothing contained therein shall modify or diminish in any respect whatsoever its obligations under its guaranty of the Indebtedness pursuant to the terms of the Guaranty or the Liens granted by it pursuant to the terms of the other Loan Documents to which it is a party securing payment and performance of the Indebtedness, (v) reaffirms that the Guaranty and the other Loan Documents to which it is a party and reaffirms that such Guaranty is Liens are and shall continue to remain in full force and effect. This acknowledgement by effect and are hereby ratified and confirmed in all respects and (vi) represents and warrants to the Guarantors is made and delivered to induce Administrative Agent and the Lenders that, as of the date hereof, (x) all of the representations and warranties made by it in each of the Loan Documents to enter into which it is a party are true and correct in all material respects (without duplication of any materiality qualifier contained therein), except to the Amendment No. 1extent any such representations and warranties are expressly limited to an earlier date, in which case, such representations and warranties shall continue to be true and correct in all material respects (without duplication of any materiality qualifier contained therein) as of such specified earlier date, and the Guarantors acknowledge that Agent (y) no Default or Event of Default has occurred and the Lenders would not enter into the Amendment No. 1 in the absence of the acknowledgements contained hereinis continuing. Although Guarantors have each Guarantor has been informed of the matters set forth herein and have has acknowledged and agreed to same, Guarantors understand each Guarantor understands that neither the Administrative Agent and nor any of the Lenders have no any obligation to inform Guarantors any Guarantor of such matters in the future or to seek Guarantors’ any Guarantor’s acknowledgment or agreement to future amendments or waiverswaivers for the Guaranty and other Loan Documents to which it is a party to remain in full force and effect, and nothing herein shall create such a duty. Capitalized terms used herein without definition shall have the meanings given to such terms in Amendment No. 1. [Signature page followsduty or obligation.]

Appears in 1 contract

Samples: Credit Agreement (Matador Resources Co)

Consent and Reaffirmation. Each of the undersigned (expressly consents to the “Guarantors”) hereby (i) acknowledges receipt of a copy execution, delivery and performance by the Borrower, the Issuing Bank, the Swingline Lender, the Lenders and the Administrative Agent of the Eighth Amendment No. 1, dated as of November 7, 2007 (“Amendment No. 1”), to the Second Amended and Restated Credit Agreement, dated as of September 1May 4, 2007, among H&E Equipment Services, Inc., Great Northern Equipment, Inc., H&E Equipment Services 2012 (California), LLC (collectively, the “BorrowersAmendment”) and all agreements, instruments and documents delivered pursuant to the Amendment, and agrees that neither the provisions of the Amendment nor any action taken or not taken in accordance with the terms of the Amendment shall constitute a termination, extinguishment, release, or discharge of any of its obligations under the Unlimited Continuing Guaranty, dated as of April 30, 2009, in favor of the Lenders and the Administrative Agent guaranteeing payment of the Secured Obligations when due (each a “Guaranty”), or provide a defense, set off, or counterclaim to it with respect to any of its obligations under such Guaranty or any other Loan Documents. Each of the other Credit Parties named thereinundersigned affirms to the Issuing Bank, the Swingline Lender, the Lenders named therein, General Electric Capital Corporation, as Agent, and Bank of America, N.A., as Syndication the Administrative Agent and Documentation Agent; (ii) consents to Borrowers’ execution and delivery thereof and approves and consents to the transactions contemplated thereby; (iii) agrees to be bound thereby; and (iv) affirms that nothing contained therein shall modify or diminish in any respect whatsoever its obligations under its Guaranty and the other Loan Documents to which it is a party and reaffirms that such Guaranty is and shall continue to remain in full force and effect. This acknowledgement , is a valid and binding obligation of the undersigned and continues to secure and support the Secured Obligations, the payment of which is guaranteed by the Guarantors is made undersigned pursuant to the Guaranty. Each of the undersigned acknowledges and delivered to induce agrees that the fact that the Administrative Agent, the Issuing Bank, the Swingline Lender, and the Lenders have sought this Reaffirmation does not create any obligation, right, or expectation that the Administrative Agent and the Lenders will seek the undersigned’s consent to enter into or reaffirmation with respect to any other or further amendments or modifications to the Credit Agreement or the Loan Documents. Each of the undersigned agrees that the representations set forth in Sections 3(a), (b) and (c) of the Amendment No. 1, and the Guarantors acknowledge that Agent and the Lenders would not enter into the Amendment No. 1 in the absence are correct as of the acknowledgements contained herein. Although Guarantors have been informed of the matters date set forth herein below. Dated as of May 4, 2012. Bear Archery, Inc. Xxxxxx Yale Industries, Inc. By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx, VP Finance and have acknowledged Secretary Xxxxxxx X. Xxxxxxx, VP Finance and agreed to sameSecretary EIM Company, Guarantors understand that Agent Inc. Olympia Business Systems, Inc. By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx, VP Finance and the Lenders have no obligation to inform Guarantors of such matters in the future or to seek Guarantors’ acknowledgment or agreement to future amendments or waiversSecretary Xxxxxxx X. Xxxxxxx, VP Finance and nothing herein shall create such a duty. Capitalized terms used herein without definition shall have the meanings given to such terms in Amendment No. 1. [Signature page follows.]Secretary Escalade Insurance, Inc. SOP Services, Inc. By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx, VP Finance and Secretary Xxxxxxx X. Xxxxxxx, VP Finance and Secretary Escalade Sports Playground, Inc. U. S. Weight, Inc. By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx, VP Finance and Secretary Xxxxxxx X. Xxxxxxx, VP Finance and Secretary Harvard Sports, Inc. Indian Industries, Inc. By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx, VP Finance and Secretary Xxxxxxx X. Xxxxxxx, VP Finance and Secretary

Appears in 1 contract

Samples: Credit Agreement (Escalade Inc)

Consent and Reaffirmation. Each of the undersigned (the “Guarantors”) The Guarantor hereby (i) acknowledges receipt of a copy of the foregoing First Amendment No. 1, dated to Credit Agreement (the "First Amendment"; capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement as of November 7, 2007 (“Amendment No. 1”amended by the First Amendment), to the Second Amended and Restated Credit Agreement, dated as of September 1, 2007, among H&E Equipment Services, Inc., Great Northern Equipment, Inc., H&E Equipment Services (California), LLC (collectively, the “Borrowers”), the other Credit Parties named therein, the Lenders named therein, General Electric Capital Corporation, as Agent, and Bank of America, N.A., as Syndication Agent and Documentation Agent; (ii) consents to Borrowers’ Borrower's execution and delivery thereof and approves and consents to of the transactions contemplated therebyFirst Amendment; (iii) agrees to be bound thereby; and (iv) affirms that nothing contained therein in the First Amendment shall modify or diminish in any respect whatsoever its obligations under its Guaranty and the other any Loan Documents Document to which it is a party except as expressly set forth therein; and reaffirms (iv) ratifies, affirms, acknowledges and agrees that such Guaranty each of the Loan Documents to which the Guarantor is a party represents the valid, enforceable and shall continue to remain collectible obligations of the Guarantor. The Guarantor hereby agrees that the First Amendment in full force no way acts as a release or relinquishment of the Liens and effectrights securing payments of the Obligations. This acknowledgement The guarantee, Liens and rights securing payment of the Obligations (including as amended by the Guarantors is made First Amendment) are hereby ratified and delivered to induce Agent and confirmed by the Lenders to enter into the Amendment No. 1, and the Guarantors acknowledge that Agent and the Lenders would not enter into the Amendment No. 1 Guarantor in the absence of the acknowledgements contained hereinall respects. Although Guarantors have the Guarantor has been informed of the matters set forth herein and have has acknowledged and agreed to same, Guarantors understand the Guarantor understands that neither the Administrative Agent and the Lenders have no nor any Lender has any obligation to inform Guarantors the Guarantor of such matters in the future or to seek Guarantors’ the Guarantor's acknowledgment or agreement to future amendments amendments, waivers or waiversconsents, and nothing herein shall create such a duty. Capitalized terms used herein without definition shall have NY-2464170.5 ORGANOGENESIS INC. Name: Xxxxx Xxxxxxxxx Title: Chief Financial Officer PRIME MERGER SUB, LLC Name: Xxxxx Xxxxxxxxx Title: Chief Financial Officer Annex A Conformed Credit Agreement [See Attached] NY-2464170.5 ***Conformed to include changes pursuant to the meanings given First Amendment to such terms in Amendment No. Credit Agreement*** SENIOR SECURED CREDIT FACILITIES CREDIT AGREEMENT dated as of August 6, 2021, among ORGANOGENESIS HOLDINGS INC., as the Borrower, THE SEVERAL LENDERS FROM TIME TO TIME PARTY HERETO, SILICON VALLEY BANK, as Administrative Agent, Joint Lead Arranger, Bookrunner, Issuing Lender and Swingline Lender and BANK OF AMERICA, N.A., CITIZENS BANK N.A. and PNC CAPITAL MARKETS LLC, each as Joint Lead Arrangers NY-2463280 Page SECTION 1 DEFINITIONS 1. [Signature page follows.]

Appears in 1 contract

Samples: Credit Agreement (Organogenesis Holdings Inc.)

Consent and Reaffirmation. Each of In connection with the undersigned foregoing Amended and Restated Forbearance Agreement (the “GuarantorsAgreement), each of the undersigned, being a Guarantor (as defined in the Credit Agreement referenced in the Agreement) under the Guaranty (as defined in the Credit Agreement referenced in the Agreement), hereby (i) acknowledges receipt of a copy and agrees to the terms of the Amendment No. 1, dated as of November 7, 2007 (“Amendment No. 1”), to the Second Amended and Restated Credit Agreement, dated as of September 1, 2007, among H&E Equipment Services, Inc., Great Northern Equipment, Inc., H&E Equipment Services (California), LLC (collectively, the “Borrowers”), the other Credit Parties named therein, the Lenders named therein, General Electric Capital Corporation, as Agent, and Bank of America, N.A., as Syndication Agent and Documentation Agent; (ii) consents to Borrowers’ execution makes each acknowledgment of the Parent and delivery thereof the Borrowers set forth in Section 2 of the Agreement and approves agrees that each such acknowledgment of the Parent and consents to the transactions contemplated thereby; Borrowers is binding upon such Guarantor, and (iii) confirms and agrees to be bound thereby; and (iv) affirms that nothing contained therein shall modify or diminish in any respect whatsoever its obligations under its Guaranty and the other Loan Documents to which it is a party and reaffirms that such Guaranty is and shall continue to remain be, in full force and effect. This acknowledgement effect and is hereby ratified and confirmed in all respects except that, upon the effectiveness of, and on and after the date of the Agreement, each reference in such Guaranty to the Credit Agreement (as defined in the Agreement), “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement as modified by the Guarantors is made and delivered to induce Agreement. Although Agent and the Lenders to enter into the Amendment No. 1, and have informed the Guarantors acknowledge that Agent and the Lenders would not enter into the Amendment No. 1 in the absence of the acknowledgements contained herein. Although Guarantors have been informed of the matters set forth herein above, and have each Guarantor has acknowledged and agreed to the same, Guarantors understand each Guarantor understands and agrees that Agent and neither the Lenders Lender Group nor the Bank Product Providers have no obligation any duty under the Credit Agreement, any Guaranty or any other agreement with any Guarantor to inform Guarantors of such matters in the future so notify any Guarantor or to seek Guarantors’ acknowledgment or agreement to future amendments or waiverssuch an acknowledgement, and nothing contained herein is intended to or shall create such a dutyduty as to any transaction hereafter. Capitalized terms used herein without definition Each Guarantor hereby absolutely and unconditionally releases and forever discharges each Released Party (as defined in the Agreement), from any and all claims, demands or causes of action of any kind, nature or description, whether arising in law or equity or upon contract or tort or under any state or federal law or otherwise, which such Guarantor has had, now has or has made claim to have against any such person for or by reason of any act, omission, matter, cause or thing whatsoever arising at any time on or prior to and including the date of the Agreement, whether such claims, demands and causes of action are matured or unmatured or known or unknown, and in each case, arising for or on account of, in relation to, or in any way in connection with, any of the Credit Agreement, any Guaranty, any other Loan Document and/or the transactions thereunder or related thereto. It is the intention of each Guarantor in providing this release that the same shall be effective as a bar to each and every claim, demand and cause of action specified, and in furtherance of this intention it waives and relinquishes all rights and benefits under any applicable law, which provides that: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him might have materially affected his settlement with the meanings given debtor.” Each Guarantor acknowledges that it may hereafter discover facts different from or in addition to those now known or believed to be true with respect to such terms claims, demands, or causes of action and agree that this instrument shall be and remain effective in Amendment Noall respects notwithstanding any such differences or additional facts. 1Each Guarantor understands, acknowledges and agrees that the release set forth above may be pleaded as a full and complete defense and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release. [Signature page followsEach Guarantor, on behalf of itself and its successors, assigns, and other legal representatives, hereby absolutely, unconditionally and irrevocably, covenants and agrees with and in favor of each Released Party above that it will not sxx (at law, in equity, in any regulatory proceeding or otherwise) any Released Party on the basis of any claim released, remised and discharged by such Guarantor pursuant to the above release. If any Guarantor or any of its successors, assigns or other legal representations violates the foregoing covenant, such Guarantor, for itself and its successors, assigns and legal representatives, agrees to pay, in addition to such other damages as any Released Party may sustain as a result of such violation, all attorneys’ fees and costs incurred by such Released Party as a result of such violation.]

Appears in 1 contract

Samples: Forbearance Agreement (Angiotech Pharmaceuticals Inc)

Consent and Reaffirmation. Each of the undersigned (the GuarantorsLoan Parties”) hereby (i) acknowledges receipt of a copy of the Consent and Second Amendment No. 1, to Credit Agreement dated as of November 7October 15, 2007 (the Amendment No. 1Second Amendment”), to the Second Amended and Restated Credit Agreement, dated as of September 1, 2007, among H&E Equipment Services, Inc., Great Northern Equipment, Inc., H&E Equipment Services (California), LLC (collectively, the “Borrowers”), the other Credit Parties named therein, the Lenders named therein, General Electric Capital Corporation, as Agent, and Bank of America, N.A., as Syndication Agent and Documentation Agent; (ii) consents to Borrowers’ the execution and delivery thereof and approves and consents to by the transactions contemplated therebyother Loan Parties; (iii) agrees to be bound thereby; and (iv) affirms that nothing contained therein shall modify or diminish in any respect whatsoever its guaranty of the obligations under its Guaranty of the Loan Parties to Agent and Lenders (the “Guarantee”) and (v) reaffirms that the Guarantee and the other Loan Collateral Documents to which it is a party and reaffirms that executed by such Guaranty is Person are and shall continue to remain in full force and effect. This acknowledgement by the Guarantors is made and delivered to induce Agent and the Lenders to enter into the Amendment No. 1, and the Guarantors acknowledge that Agent and the Lenders would not enter into the Amendment No. 1 in the absence Although each of the acknowledgements contained herein. Although Guarantors have Loan Parties has been informed of the matters set forth herein and have in the Second Amendment and has acknowledged and agreed to same, Guarantors such Loan Parties understand that Agent and the Lenders have no obligation to inform Guarantors any of the Loan Parties of such matters in the future or to seek Guarantorsany of the Loan Parties’ acknowledgment or agreement to future amendments or waivers, and nothing herein shall create such a duty. Capitalized terms used herein This Consent and Reaffirmation shall be governed by and construed in accordance with the laws of the State of Illinois, without definition shall have reference to principles of conflicts of law. In witness whereof, each of the meanings given to undersigned has executed this Consent and Reaffirmation on and as of the date of such terms in Amendment NoSecond Amendment. 1ADDUS HEALTHCARE, INC. [Signature page followsBy: Name: Title: ADDUS HOLDING CORPORATION By: Name: Title: ADDUS HEALTHCARE (NEVADA), INC. By: Name: Title: ADDUS MANAGEMENT CORPORATION By: Name: Title: XXXXXX HOME HEALTH AGENCY, INC. By: Name: Title: LITTLE ROCK HOME HEALTH AGENCY, INC. By: Name: Title: FORT XXXXX HOME HEALTH AGENCY, INC. By: Name: Title: BENEFITS ASSURANCE CO.], INC. By: Name: Title: PHC ACQUISITION CORPORATION By: Name: Title: PROFESSIONAL RELIABLE NURSING SERVICE, INC. By: Name: Title: ADDUS HEALTHCARE (NEW JERSEY), INC. By: Name:

Appears in 1 contract

Samples: Credit Agreement (Addus HomeCare Corp)

Consent and Reaffirmation. Each of the undersigned (the “Guarantors”) hereby (i) acknowledges receipt of a copy of the foregoing Amendment No. 1, 1 with respect to (a) that certain Credit Agreement dated as of November 7April 29, 2007 2016 (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) by and among GRUBHUB HOLDINGS INC., a corporation organized and existing under the laws of the State of Delaware (the “Borrower”); GRUBHUB INC., a corporation organized and existing under the laws of the State of Delaware (the “Parent”); the lenders party thereto (the “Lenders”); and CITIBANK, N.A., a national banking association organized and existing under the laws of the United States of America (the “Administrative Agent”); and (b) that certain Security Agreement (as defined in the Credit Agreement) which Amendment No. 1 is dated as of May 26, 2016 and is by and among the Borrower, the Parent and each of the other Loan Parties, the lenders party thereto and the Administrative Agent (“Amendment No. 1”), to the Second Amended and Restated Credit Agreement, dated as of September 1, 2007, among H&E Equipment Services, Inc., Great Northern Equipment, Inc., H&E Equipment Services (California), LLC (collectively, the “Borrowers”), the other Credit Parties named therein, the Lenders named therein, General Electric Capital Corporation, as Agent, and Bank of America, N.A., as Syndication Agent and Documentation Agent; (ii) consents to Borrowers’ execution and delivery thereof and approves and consents to the transactions contemplated thereby; (iii) agrees to be bound thereby; and (iv) affirms that nothing contained therein shall modify or diminish in any respect whatsoever its obligations under its Guaranty and the other Loan Documents to which it is a party and reaffirms that such Guaranty is and shall continue to remain in full force and effect. This acknowledgement by the Guarantors is made and delivered to induce Agent and the Lenders to enter into the Amendment No. 1, and the Guarantors acknowledge that Agent and the Lenders would not enter into the Amendment No. 1 in the absence of the acknowledgements contained herein. Although Guarantors have been informed of the matters set forth herein and have acknowledged and agreed to same, Guarantors understand that Agent and the Lenders have no obligation to inform Guarantors of such matters in the future or to seek Guarantors’ acknowledgment or agreement to future amendments or waivers, and nothing herein shall create such a duty. Capitalized terms used in this Consent and Reaffirmation and not defined herein without definition shall have the meanings given to such terms them in the Credit Agreement. Without in any way establishing a course of dealing by the Administrative Agent or any other Lender Party, each of the undersigned consents to Amendment No. 11 and reaffirms the terms and conditions of the Guaranty and any other Loan Document executed by it and acknowledges and agrees that the Guaranty and each and every such Loan Document executed by the undersigned in connection with the Credit Agreement remains in full force and effect and is hereby reaffirmed, ratified and confirmed. [Signature page follows.]The undersigned agree that upon the Amendment Effective Date this Consent and Reaffirmation shall be retroactively effective as of the Effective Date. All references to the Credit Agreement contained in the above-referenced documents shall be a reference to the Credit Agreement as so modified by Amendment No. 1 and all references to the Security Agreement contained in the above-referenced documents shall be a reference to the Security Agreement as so modified by Amendment No. 1 and in each case as the same may from time to time hereafter be amended, restated, amended and restated, supplemented or otherwise modified. Dated May 26, 2016

Appears in 1 contract

Samples: Credit Agreement (GrubHub Inc.)

Consent and Reaffirmation. Each of the undersigned (expressly consents to the “Guarantors”) hereby (i) acknowledges receipt of a copy execution, delivery and performance by the Borrower, the Issuing Bank, the Swingline Lender, the Lender and the Administrative Agent of the Tenth Amendment No. 1, dated as of November 7, 2007 (“Amendment No. 1”), to the Second Amended and Restated Credit Agreement, dated as of September 1July 29, 20072013 (the "Amendment") and all agreements, among H&E Equipment Services, Inc., Great Northern Equipment, Inc., H&E Equipment Services (California), LLC (collectively, instruments and documents delivered pursuant to the “Borrowers”), the other Credit Parties named therein, the Lenders named therein, General Electric Capital Corporation, as AgentAmendment, and Bank agrees that neither the provisions of Americathe Amendment nor any action taken or not taken in accordance with the terms of the Amendment shall constitute a termination, N.A.extinguishment, as Syndication Agent and Documentation Agent; (ii) consents to Borrowers’ execution and delivery thereof and approves and consents to the transactions contemplated thereby; (iii) agrees to be bound thereby; and (iv) affirms that nothing contained therein shall modify release, or diminish in discharge of any respect whatsoever of its obligations under the Unlimited Continuing Guaranty, dated as of April 30, 2009, in favor of the Lender and the Administrative Agent guaranteeing payment of the Secured Obligations when due (each a "Guaranty"), or provide a defense, set off, or counterclaim to it with respect to any of its obligations under such Guaranty or any other Loan Documents. Each of the undersigned affirms to the Issuing Bank, the Swingline Lender, the Lender and the Administrative Agent that its Guaranty and the other Loan Documents to which it is a party and reaffirms that such Guaranty is and shall continue to remain in full force and effect. This acknowledgement , is a valid and binding obligation of the undersigned and continues to secure and support the Secured Obligations, the payment of which is guaranteed by the Guarantors is made undersigned pursuant to the Guaranty. Each of the undersigned acknowledges and delivered to induce agrees that the fact that the Administrative Agent, the Issuing Bank, the Swingline Lender, and the Lender have sought this Reaffirmation does not create any obligation, right, or expectation that the Administrative Agent and the Lenders Lender will seek the undersigned's consent to enter into the Amendment No. 1, and the Guarantors acknowledge that Agent and the Lenders would not enter into the Amendment No. 1 in the absence of the acknowledgements contained herein. Although Guarantors have been informed of the matters set forth herein and have acknowledged and agreed or reaffirmation with respect to same, Guarantors understand that Agent and the Lenders have no obligation to inform Guarantors of such matters in the future any other or to seek Guarantors’ acknowledgment or agreement to future further amendments or waiversmodifications to the Credit Agreement or the Loan Documents. Dated as of July 29, 2013. Bear Archery, Inc. Mxxxxx Yale Industries, Inc. By: /s/Dxxxxxx X. Xxxxxxx By: /s/Dxxxxxx X. Xxxxxxx Dxxxxxx X. Xxxxxxx, VP Finance and nothing herein shall create such a duty. Capitalized terms used herein without definition shall have the meanings given to such terms in Amendment No. 1. [Signature page follows.]Secretary Dxxxxxx X. Xxxxxxx, VP Finance and Secretary EIM Company, Inc. Olympia Business Systems, Inc. By: /s/Dxxxxxx X. Xxxxxxx By: /s/Dxxxxxx X. Xxxxxxx Dxxxxxx X. Xxxxxxx, VP Finance and Secretary Dxxxxxx X. Xxxxxxx, VP Finance and Secretary Escalade Insurance, Inc. SOP Services, Inc. By: /s/Dxxxxxx X. Xxxxxxx By: /s/Dxxxxxx X. Xxxxxxx Dxxxxxx X. Xxxxxxx, VP Finance and Secretary Dxxxxxx X. Xxxxxxx, VP Finance and Secretary Escalade Sports Playground, Inc. U. S. Weight, Inc. By: /s/Dxxxxxx X. Xxxxxxx By: /s/Dxxxxxx X. Xxxxxxx Dxxxxxx X. Xxxxxxx, VP Finance and Secretary Dxxxxxx X. Xxxxxxx, VP Finance and Secretary Harvard Sports, Inc. Indian Industries, Inc. By: /s/Dxxxxxx X. Xxxxxxx By: /s/Dxxxxxx X. Xxxxxxx Dxxxxxx X. Xxxxxxx, VP Finance and Secretary Dxxxxxx X. Xxxxxxx, VP Finance and Secretary

Appears in 1 contract

Samples: Credit Agreement (Escalade Inc)

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Consent and Reaffirmation. Each of the undersigned (expressly consents to the “Guarantors”) hereby (i) acknowledges receipt of a copy execution, delivery and performance by the Borrower, the Issuing Bank, the Swingline Lender, the Lenders and the Administrative Agent of the Ninth Amendment No. 1, dated as of November 7, 2007 (“Amendment No. 1”), to the Second Amended and Restated Credit Agreement, dated as of September March 1, 20072013 (the "Amendment") and all agreements, among H&E Equipment Servicesinstruments and documents delivered pursuant to the Amendment, Inc.and agrees that neither the provisions of the Amendment nor any action taken or not taken in accordance with the terms of the Amendment shall constitute a termination, Great Northern Equipmentextinguishment, Inc.release, H&E Equipment Services or discharge of any of its obligations under the Unlimited Continuing Guaranty, dated as of April 30, 2009, in favor of the Lenders and the Administrative Agent guaranteeing payment of the Secured Obligations when due (Californiaeach a "Guaranty"), LLC (collectivelyor provide a defense, set off, or counterclaim to it with respect to any of its obligations under such Guaranty or any other Loan Documents. Each of the undersigned affirms to the Issuing Bank, the “Borrowers”), the other Credit Parties named thereinSwingline Lender, the Lenders named therein, General Electric Capital Corporation, as Agent, and Bank of America, N.A., as Syndication the Administrative Agent and Documentation Agent; (ii) consents to Borrowers’ execution and delivery thereof and approves and consents to the transactions contemplated thereby; (iii) agrees to be bound thereby; and (iv) affirms that nothing contained therein shall modify or diminish in any respect whatsoever its obligations under its Guaranty and the other Loan Documents to which it is a party and reaffirms that such Guaranty is and shall continue to remain in full force and effect. This acknowledgement , is a valid and binding obligation of the undersigned and continues to secure and support the Secured Obligations, the payment of which is guaranteed by the Guarantors is made undersigned pursuant to the Guaranty. Each of the undersigned acknowledges and delivered to induce agrees that the fact that the Administrative Agent, the Issuing Bank, the Swingline Lender, and the Lenders have sought this Reaffirmation does not create any obligation, right, or expectation that the Administrative Agent and the Lenders will seek the undersigned's consent to enter into or reaffirmation with respect to any other or further amendments or modifications to the Credit Agreement or the Loan Documents. Each of the undersigned agrees that the representations set forth in Sections 3(a), (b) and (c) of the Amendment No. 1, and the Guarantors acknowledge that Agent and the Lenders would not enter into the Amendment No. 1 in the absence are correct as of the acknowledgements contained herein. Although Guarantors have been informed of the matters date set forth herein below. Dated as of April 2, 2013. Bear Archery, Inc. Mxxxxx Yale Industries, Inc. By: /s/ Dxxxxxx X. Xxxxxxx By: /s/Dxxxxxx X. Xxxxxxx Dxxxxxx X. Xxxxxxx, VP Finance and have acknowledged Secretary Dxxxxxx X. Xxxxxxx, VP Finance and agreed to sameSecretary EIM Company, Guarantors understand that Agent Inc. Olympia Business Systems, Inc. By: /s/ Dxxxxxx X. Xxxxxxx By: /s/Dxxxxxx X. Xxxxxxx Dxxxxxx X. Xxxxxxx, VP Finance and the Lenders have no obligation to inform Guarantors of such matters in the future or to seek Guarantors’ acknowledgment or agreement to future amendments or waiversSecretary Dxxxxxx X. Xxxxxxx, VP Finance and nothing herein shall create such a duty. Capitalized terms used herein without definition shall have the meanings given to such terms in Amendment No. 1. [Signature page follows.]Secretary Escalade Insurance, Inc. SOP Services, Inc. By: /s/ Dxxxxxx X. Xxxxxxx By: /s/Dxxxxxx X. Xxxxxxx Dxxxxxx X. Xxxxxxx, VP Finance and Secretary Dxxxxxx X. Xxxxxxx, VP Finance and Secretary Escalade Sports Playground, Inc. U. S. Weight, Inc. By: /s/ Dxxxxxx X. Xxxxxxx By: /s/Dxxxxxx X. Xxxxxxx Dxxxxxx X. Xxxxxxx, VP Finance and Secretary Dxxxxxx X. Xxxxxxx, VP Finance and Secretary Harvard Sports, Inc. Indian Industries, Inc. By: /s/ Dxxxxxx X. Xxxxxxx By: /s/Dxxxxxx X. Xxxxxxx Dxxxxxx X. Xxxxxxx, VP Finance and Secretary Dxxxxxx X. Xxxxxxx, VP Finance and Secretary

Appears in 1 contract

Samples: Credit Agreement (Escalade Inc)

Consent and Reaffirmation. Each of the undersigned (the GuarantorsLoan Parties”) hereby (i) acknowledges receipt of a copy of the Consent and Second Amendment No. 1, to Credit Agreement dated as of November 7October 15, 2007 (the Amendment No. 1Second Amendment”), to the Second Amended and Restated Credit Agreement, dated as of September 1, 2007, among H&E Equipment Services, Inc., Great Northern Equipment, Inc., H&E Equipment Services (California), LLC (collectively, the “Borrowers”), the other Credit Parties named therein, the Lenders named therein, General Electric Capital Corporation, as Agent, and Bank of America, N.A., as Syndication Agent and Documentation Agent; (ii) consents to Borrowers’ the execution and delivery thereof and approves and consents to by the transactions contemplated therebyother Loan Parties; (iii) agrees to be bound thereby; and (iv) affirms that nothing contained therein shall modify or diminish in any respect whatsoever its guaranty of the obligations under its Guaranty of the Loan Parties to Agent and Lenders (the “Guarantee”) and (v) reaffirms that the Guarantee and the other Loan Collateral Documents to which it is a party and reaffirms that executed by such Guaranty is Person are and shall continue to remain in full force and effect. This acknowledgement by the Guarantors is made and delivered to induce Agent and the Lenders to enter into the Amendment No. 1, and the Guarantors acknowledge that Agent and the Lenders would not enter into the Amendment No. 1 in the absence Although each of the acknowledgements contained herein. Although Guarantors have Loan Parties has been informed of the matters set forth herein and have in the Second Amendment and has acknowledged and agreed to same, Guarantors such Loan Parties understand that Agent and the Lenders have no obligation to inform Guarantors any of the Loan Parties of such matters in the future or to seek Guarantorsany of the Loan Parties’ acknowledgment or agreement to future amendments or waivers, and nothing herein shall create such a duty. Capitalized terms used herein This Consent and Reaffirmation shall be governed by and construed in accordance with the laws of the State of Illinois, without definition reference to principles of conflicts of law. In witness whereof, each of the undersigned has executed this Consent and Reaffirmation on and as of the date of such Second Amendment. ADDUS HEALTHCARE, INC. By: Name: Title: ADDUS HOLDING CORPORATION By: Name: Title: ADDUS HEALTHCARE (NEVADA), INC. By: Name: Title: ADDUS MANAGEMENT CORPORATION By: Name: Title: XXXXXX HOME HEALTH AGENCY, INC. By: Name: Title: LITTLE ROCK HOME HEALTH AGENCY, INC. By: Name: Title: FORT XXXXX HOME HEALTH AGENCY, INC. By: Name: Title: BENEFITS ASSURANCE CO., INC. By: Name: Title: PHC ACQUISITION CORPORATION By: Name: Title: PROFESSIONAL RELIABLE NURSING SERVICE, INC. By: Name: Title: ADDUS HEALTHCARE (NEW JERSEY), INC. By: Name: Title: ANNEX A SECOND AMENDMENT AND DELAYED DRAW COMMITMENTS PRO RATA SHARES AND COMMITMENT AMOUNTS SECOND AMENDMENT TERM LOAN COMMITMENT DELAYED DRAW TERM LOAN COMMITMENT $ % $ % Lender Freeport Loan Fund LLC 1,714,285.71 34.2857143 4,285,714.29 34.2857143 Residential Funding Corporation -0- -0- -0- -0- Fifth Third Bank (Chicago) 3,285,714.29 65.7142857 8,214,285.71 65.7142857 Totals $ 5,000,000 100% $ 12,500,000 100% ANNEX B The scheduled installments set forth in Section 2.1(a) of the Credit Agreement shall have be increased by the meanings given following amounts for each $500,000 of Delayed Draw Term Loans funded after the Second Amendment Effective Date: Term Loan Date Scheduled Installment December 31, 2007 $5,000 March 31, 2008 $5,000 June 30, 2008 $5,000 September 30, 2008 $5,000 December 31, 2008 $7,500 March 31, 2009 $7,500 June 30, 2009 $7,500 September 30, 2009 $7,500 December 31, 2009 $10,000 March 31, 2010 $10,000 June 30, 2010 $10,000 September 30, 2010 $10,000 December 31, 2010 $12,500 March 31, 2011 $12,500 June 30, 2011 $12,500 September 19, 2011 $372,500 or remaining principal balance ANNEX C REVISED ANNEX A TO CREDIT AGREEMENT ANNEX A to such terms in Amendment No. 1. [Signature page follows.]CREDIT AGREEMENT PRO RATA SHARES AND COMMITMENT AMOUNTS REVOLVER ORIGINAL TERM LOAN $ % $ % Lender Freeport Loan Fund LLC 5,978,260.87 34.1614907 21,521,739.14 47.8260870 Residential Funding Corporation 3,260,869.56 18.6335404 11,739,130.43 26.0869565 Fifth Third Bank (Chicago) 8,260,869.57 47.2049689 11,739,130.43 26.0869565 Totals $ 17,500,000.00 100.00% $ 45,000,000.00 100.00%

Appears in 1 contract

Samples: Credit Agreement (Addus HomeCare Corp)

Consent and Reaffirmation. (a) Each Subordinated Creditor (i) acknowledges that it has received a copy of the undersigned Amended and Restated Financing Agreement, (ii) acknowledges and agrees that the Amended and Restated Financing Agreement constitutes a Senior Credit Agreement and VPC Loan Document, that the agreements, documents and instruments executed and delivered in connection therewith constitute Senior Debt Documents and VPC Loan Documents, that the Obligations of the Obligors have increased as a result thereof and all such increased obligations constitute Guarantors”Senior Debt” for purposes of the Subordination Agreement and (iii) consents to the execution, delivery and performance of the terms of the Amended and Restated Financing Agreement and the agreements, documents and instruments executed and delivered in connection therewith. Each Subordinated Creditor hereby (i) acknowledges receipt of a copy ratifies and reaffirms the continued subordination of the Amendment No. 1, dated as of November 7, 2007 (“Amendment No. 1”), Subordinated Debt and the Lien securing the Subordinated Debt to the Second Senior Debt and to the Liens securing the Senior Debt, (ii) acknowledges that except as specifically set forth herein, the Agent does not waive, diminish or limit any term or condition contained in the Subordination Agreement, and (iii) agrees that the Subordination Agreement, the subordination effected thereby and the rights and obligations of each Subordinated Creditor, the Senior Lenders and the Obligors arising thereunder shall not be affected, modified or impaired in any manner or to any extent by the Amended and Restated Credit Agreement, dated as of September 1, 2007, among H&E Equipment Services, Inc., Great Northern Equipment, Inc., H&E Equipment Services (California), LLC (collectively, the “Borrowers”), the other Credit Parties named therein, the Lenders named therein, General Electric Capital Corporation, as Agent, and Bank of America, N.A., as Syndication Agent and Documentation Agent; (ii) consents to Borrowers’ execution and delivery thereof and approves and consents to Financing Agreement or the transactions contemplated thereby; (iii) agrees , except to be bound thereby; and (iv) affirms that nothing contained therein shall modify or diminish in any respect whatsoever its obligations under its Guaranty and the other Loan Documents to which it is a party and reaffirms that such Guaranty is and shall continue to remain in full force and effect. This acknowledgement by the Guarantors is made and delivered to induce Agent and the Lenders to enter into the Amendment No. 1, and the Guarantors acknowledge that Agent and the Lenders would not enter into the Amendment No. 1 in the absence of the acknowledgements contained herein. Although Guarantors have been informed of the matters extent herein set forth herein and have acknowledged and agreed to same, Guarantors understand that Agent and the Lenders have no obligation to inform Guarantors of such matters in the future or to seek Guarantors’ acknowledgment or agreement to future amendments or waivers, and nothing herein shall create such a duty. Capitalized terms used herein without definition shall have the meanings given to such terms in Amendment No. 1. [Signature page followsforth.]

Appears in 1 contract

Samples: Affiliate Subordination Agreement (Unigene Laboratories Inc)

Consent and Reaffirmation. Each of the undersigned (the “Guarantors”) hereby (i) acknowledges receipt of a copy of the foregoing Amendment No. 11 to the Credit Agreement (as the same may be amended, dated as of November 7restated, 2007 supplemented or otherwise modified from time to time, the “Credit Agreement”) by and among Semiconductor Components Industries, LLC (the Amendment No. 1Borrower”), to the Second Amended and Restated Credit Agreement, dated as of September 1, 2007, among H&E Equipment Services, Inc., Great Northern Equipment, Inc., H&E Equipment Services ON Semiconductor Corporation (California), LLC (collectively, the BorrowersHoldings”), the other Credit Parties named therein, financial institutions listed on the Lenders named therein, General Electric Capital Corporation, as Agent, signature pages thereof and Bank of AmericaJPMorgan Chase Bank, N.A., as Syndication Administrative Agent and Documentation (the “Administrative Agent; (ii) consents to Borrowers’ execution and delivery thereof and approves and consents to the transactions contemplated thereby; (iii) agrees to be bound thereby; and (iv) affirms that nothing contained therein shall modify or diminish in any respect whatsoever its obligations under its Guaranty and the other Loan Documents to ”), which it is a party and reaffirms that such Guaranty is and shall continue to remain in full force and effect. This acknowledgement by the Guarantors is made and delivered to induce Agent and the Lenders to enter into the Amendment No. 1, and the Guarantors acknowledge that Agent and the Lenders would not enter into the Amendment No. 1 in is dated as of May 1, 2015 and is by and among the absence of Borrower, Holdings, the acknowledgements contained herein. Although Guarantors have been informed of financial institutions listed on the matters set forth herein and have acknowledged and agreed to same, Guarantors understand that Agent signature pages thereof and the Lenders have no obligation to inform Guarantors of such matters in Administrative Agent (the future or to seek Guarantors’ acknowledgment or agreement to future amendments or waivers, and nothing herein shall create such a duty“Amendment”). Capitalized terms used in this Consent and Reaffirmation and not defined herein without definition shall have the meanings given to them in the Credit Agreement. Without in any way establishing a course of dealing by the Administrative Agent or any Lender, each of the undersigned consents to the Amendment and reaffirms the terms and conditions of the Subsidiary Guaranty and any other Loan Document executed by it and acknowledges and agrees that the Subsidiary Guaranty and each and every such terms Loan Document executed by the undersigned in connection with the Credit Agreement remains in full force and effect and is hereby reaffirmed, ratified and confirmed. All references to the Credit Agreement contained in the above-referenced documents shall be a reference to the Credit Agreement as so modified by the Amendment Noand as the same may from time to time hereafter be amended, modified or restated. Dated May 1, 2015 IN WITNESS WHEREOF, this Consent and Reaffirmation has been duly executed as of the day and year above written. [Signature page followsON SEMICONDUCTOR (CHINA) HOLDING, LLC, SCG (CZECH) HOLDING CORPORATION, SCG (MALAYSIA SMP) HOLDING CORPORATION, SCG INTERNATIONAL DEVELOPMENT LLC, SEMICONDUCTOR COMPONENTS INDUSTRIES PUERTO RICO, INC.], SEMICONDUCTOR COMPONENTS INDUSTRIES OF RHODE ISLAND, INC., and SEMICONDUCTOR COMPONENTS INDUSTRIES INTERNATIONAL OF RHODE ISLAND, INC. By: Name: Title: Amended and Restated Credit Agreement dated as of October 10, 2013 Semiconductor Components Industries, LLC and ON Semiconductor Corporation ANNEX C

Appears in 1 contract

Samples: Credit Agreement (On Semiconductor Corp)

Consent and Reaffirmation. Each of the undersigned (expressly consents to the “Guarantors”) hereby (i) acknowledges receipt of a copy execution, delivery and performance by the Borrower, the Issuing Bank, the Swingline Lender, the Lenders and the Administrative Agent of the Seventh Amendment No. 1, dated as of November 7, 2007 (“Amendment No. 1”), to the Second Amended and Restated Credit Agreement, dated as of September 1April 14, 2007, among H&E Equipment Services, Inc., Great Northern Equipment, Inc., H&E Equipment Services 2011 (California), LLC (collectively, the “BorrowersAmendment”) and all agreements, instruments and documents delivered pursuant to the Amendment, and agrees that neither the provisions of the Amendment nor any action taken or not taken in accordance with the terms of the Amendment shall constitute a termination, extinguishment, release, or discharge of any of its obligations under the Unlimited Continuing Guaranty, dated as of April 30, 2009, in favor of the Lenders and the Administrative Agent guaranteeing payment of the Secured Obligations when due (each a “Guaranty”), or provide a defense, set off, or counterclaim to it with respect to any of its obligations under such Guaranty or any other Loan Documents. Each of the other Credit Parties named thereinundersigned affirms to the Issuing Bank, the Swingline Lender, the Lenders named therein, General Electric Capital Corporation, as Agent, and Bank of America, N.A., as Syndication the Administrative Agent and Documentation Agent; (ii) consents to Borrowers’ execution and delivery thereof and approves and consents to the transactions contemplated thereby; (iii) agrees to be bound thereby; and (iv) affirms that nothing contained therein shall modify or diminish in any respect whatsoever its obligations under its Guaranty and the other Loan Documents to which it is a party and reaffirms that such Guaranty is and shall continue to remain in full force and effect. This acknowledgement , is a valid and binding obligation of the undersigned and continues to secure and support the Secured Obligations, the payment of which is guaranteed by the Guarantors is made undersigned pursuant to the Guaranty. Each of the undersigned acknowledges and delivered to induce agrees that the fact that the Administrative Agent, the Issuing Bank, the Swingline Lender, and the Lenders have sought this Reaffirmation does not create any obligation, right, or expectation that the Administrative Agent and the Lenders will seek the undersigned’s consent to enter into or reaffirmation with respect to any other or further amendments or modifications to the Credit Agreement or the Loan Documents. Each of the undersigned agrees that the representations set forth in Sections 3(a), (b) and (c) of the Amendment No. 1, and the Guarantors acknowledge that Agent and the Lenders would not enter into the Amendment No. 1 in the absence are correct as of the acknowledgements contained herein. Although Guarantors have been informed of the matters date set forth herein below. Dated as of April 14, 2011. Bear Archery, Inc. Xxxxxx Yale Industries, Inc. By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx, VP Finance and have acknowledged Secretary Xxxxxxx X. Xxxxxxx, VP Finance and agreed to sameSecretary EIM Company, Guarantors understand that Agent Inc. Olympia Business Systems, Inc. By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx, VP Finance and the Lenders have no obligation to inform Guarantors of such matters in the future or to seek Guarantors’ acknowledgment or agreement to future amendments or waiversSecretary Xxxxxxx X. Xxxxxxx, VP Finance and nothing herein shall create such a duty. Capitalized terms used herein without definition shall have the meanings given to such terms in Amendment No. 1. [Signature page follows.]Secretary Escalade Insurance, Inc. SOP Services, Inc. By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx, VP Finance and Secretary Xxxxxxx X. Xxxxxxx, VP Finance and Secretary Escalade Sports Playground, Inc. U. S. Weight, Inc. By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx, VP Finance and Secretary Xxxxxxx X. Xxxxxxx, VP Finance and Secretary Harvard Sports, Inc. Indian Industries, Inc. By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx, VP Finance and Secretary Xxxxxxx X. Xxxxxxx, VP Finance and Secretary

Appears in 1 contract

Samples: Credit Agreement (Escalade Inc)

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