Consenting Lenders; New Replacement Term Loan Lender; Replacement Revolving Lender Sample Clauses

Consenting Lenders; New Replacement Term Loan Lender; Replacement Revolving Lender. On the terms set forth herein and in the Credit Agreement and subject to the conditions set forth herein, (i) each Consenting Lender, severally and not jointly, irrevocably agrees to the terms of this Agreement (including, without limitation, the exchange of Existing Term Loans for Replacement Term Loans contemplated by Section 2(b)(iii) below), (ii) the New Replacement Term Loan Lender (A) irrevocably agrees to the terms of this Agreement and (B) irrevocably commits to make, upon the Fifth Amendment Closing Date, Replacement Term Loans in the amount set forth opposite its name on Schedule I hereto and (iii) each Replacement Revolving Lender, severally and not jointly, (A) irrevocably agrees to the terms of this Agreement and (B) irrevocably agrees to make Revolving Loans to any Borrower in Dollars at any time and from time to time on and after the Fifth Amendment Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date (as such term is defined in Exhibit A hereto) and the termination of the Replacement Revolving Credit Commitment of such Replacement Revolving Lender; provided that, after giving effect to any Borrowing of Revolving Loans under the Replacement Revolving Credit Commitments, the Outstanding Amount of such Replacement Revolving Lender’s Initial Revolving Credit Exposure shall not exceed such Replacement Revolving Lender’s Replacement Revolving Credit Commitment. From and after the Fifth Amendment Closing Date, (x) each Replacement Term Loan Lender shall be a “Lender”, an “Initial Term Lender” and a “Term Lender” under, and for all purposes of, the Credit Agreement and the other Loan Documents and (y) each Replacement Revolving Lender shall be a “Lender”, an “Initial Revolving Lender” and a “Revolving Lender” under, and for all purposes of, the Credit Agreement and the other Loan Documents. The commitments of the New Replacement Term Loan Lender, the commitments of the Replacement Revolving Lenders and the undertakings of the Consenting Lenders are several.
Sample 1
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Related to Consenting Lenders; New Replacement Term Loan Lender; Replacement Revolving Lender

  • Term The term of this Agreement will be ten (10) years from the Effective Date (as such term may be extended pursuant to Section 4.2, the “Term”).

  • Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three

  • Assignment This Agreement and all rights and obligations hereunder may not be assigned without the written consent of the other party.

  • Force Majeure If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. Choice of Law The Agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from this procurement process, however described, shall be governed by, construed and enforced in accordance with the laws of the State of Texas, regardless of any conflict of laws principles. Venue, Jurisdiction and Service of Process Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County, Texas and each of the parties irrevocably submits to the exclusive jurisdiction of said court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court, and agrees not to bring any proceeding arising out of or relating to this procurement process or any contract resulting from or any contemplated transaction in any other court. The parties agree that either or both of them may file a copy of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained for agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. Venue for any dispute resolution process, other than litigation, between TIPS and the Vendor shall be located in Camp or Xxxxx County, Texas.

  • Waiver The waiver by any party hereto of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any other or subsequent breach.

  • Indemnification In the event any Registrable Securities are included in a Registration Statement under this Agreement:

  • Termination This Agreement may be terminated at any time prior to the Closing:

  • Governing Law THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

  • WHEREAS the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

  • Definitions For purposes of this Agreement:

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