Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by Lender of the Revolving Loan, the issuance of Letters of Credit and the execution and delivery of the Notes, shall be binding upon Borrowers regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon Lender’s request, and as a condition of the release of any one or more of the Security Documents, Borrowers and other Persons obligated with respect to the Obligations shall provide Lender with such acknowledgments and agreements as Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with the Obligations against Lender and/or any of its agents and others, or to the extent there are, the same are waived and released.
Appears in 3 contracts
Samples: Financing and Security Agreement (Gp Strategies Corp), Financing and Security Agreement (Gp Strategies Corp), Financing and Security Agreement (Gp Strategies Corp)
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers the Guarantor in this Agreement, in any of the other Financing Documents, Agreement and in any certificate delivered pursuant hereto or thereto shall survive the making by the Lender of advances and other extensions of credit under the Revolving Loan, the issuance of Letters of Credit Facilities and the execution and delivery of each promissory note evidencing all or any part of the NotesObligations, shall be binding upon Borrowers the Guarantor regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon the Lender’s request, and as a condition of the release of any one or more of the Security Documents, Borrowers the Guarantor and other Persons obligated with respect to the Obligations shall provide the Lender with such acknowledgments and agreements as the Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender and/or any of Lender, its agents and others, or to the extent there are, the same are waived and released.
Appears in 2 contracts
Samples: Guaranty of Payment Agreement (Liquidity Services Inc), Guaranty of Payment Agreement (Liquidity Services Inc)
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers the Guarantor in this Agreement, in any of the other Financing Documents, Agreement and in any certificate delivered pursuant hereto or thereto shall survive the making by the Lender of advances and other extensions of credit under the Revolving Loan, the issuance of Letters of Credit Loan and the execution and delivery of each promissory note evidencing all or any part of the NotesObligations, shall be binding upon Borrowers the Guarantor regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon the Lender’s 's request, and as a condition of the release of any one or more of the Security Documents, Borrowers the Guarantor and other Persons obligated with respect to the Obligations shall provide the Lender with such acknowledgments and agreements as the Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with the Obligations against Lender and/or any of the Lender, its agents and others, or to the extent there are, the same are waived and released.
Appears in 2 contracts
Samples: Guaranty of Payment Agreement (Gp Strategies Corp), Limited Guaranty of Payment Agreement (Gp Strategies Corp)
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers the Borrower in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by the Lender of the Revolving Loan, the issuance of Letters of Credit and the execution and delivery of the Notes, shall be binding upon Borrowers the Borrower regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon the Lender’s request, and as a condition of the release of any one or more of the Security Documents, Borrowers the Borrower and other Persons obligated with respect to the Obligations shall provide the Lender with such acknowledgments and agreements as the Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender and/or any of Lender, its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Samples: Financing and Security Agreement (Pec Solutions Inc)
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers Borrower in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by Lender of the Revolving Loan, the issuance of Letters of Credit and the execution and delivery of the Notes, shall be binding upon Borrowers Borrower regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon Lender’s 's request, and as a condition of the release of any one or more of the Security Documents, Borrowers Borrower and other Persons obligated with respect to the Obligations shall provide Lender with such acknowledgments and agreements as Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with the Obligations against Lender and/or any of its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Samples: Financing and Security Agreement (Gp Strategies Corp)
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers the Borrower in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by the Lender of the Revolving Loan, the issuance of Letters of Credit and the execution and delivery of the Notes, shall be binding upon Borrowers the Borrower regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon the Lender’s 's request, and as a condition of the release of any one or more of the Security Documents, Borrowers the Borrower and other Persons obligated with respect to the Obligations shall provide the Lender with such acknowledgments and agreements as the Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender and/or any of Lender, its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Samples: Financing and Security Agreement (Pec Solutions Inc)
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers Borrower in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by Lender of the Revolving Loan, the issuance of Letters of Credit and the execution and delivery of the NotesRevolving Credit Note, shall be binding upon Borrowers Borrower regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon Lender’s request, and as a condition of the release of any one or more of the Security Documents, Borrowers Borrower and other Persons obligated with respect to the Obligations shall provide Lender with such acknowledgments and agreements as Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with the Obligations against Lender and/or any of its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Samples: Financing and Security Agreement (Liquidity Services Inc)
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers the Borrower in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by the Lender of the Revolving Loan, the issuance of Letters of Credit Loan and the execution and delivery of the Notes, shall be binding upon Borrowers the Borrower regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon the Lender’s 's request, and as a condition of the release of any one or more of the Security Documents, Borrowers Borrower and other Persons obligated with respect to the Obligations shall provide the Lender with such acknowledgments and agreements as the Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender and/or any of its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers the Borrower in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by Lender the Lenders of the Revolving LoanLoans, the issuance of Letters of Credit and the execution and delivery of the Notes, shall be binding upon Borrowers the Borrower regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon Lender’s request, and the Agent's reasonable request as a condition of the release of any one or more of the Security Documents, Borrowers the Borrower and other Persons obligated with respect to the Obligations shall provide Lender the Agent with such acknowledgments and agreements as Lender the Agent may reasonably require to the effect that there exists exist no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender Agent, any or all of the Lenders, and/or any of its or their agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Samples: Financing and Security Agreement (Reunion Industries Inc)
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by Lender of the Revolving Loan, Loan and the Term Loan the issuance of Letters of Credit and the execution and delivery of the Notes, shall be binding upon Borrowers regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon Lender’s request, and as a condition of the release of any one or more of the Security Documents, Borrowers and other Persons obligated with respect to the Obligations shall provide Lender with such acknowledgments and agreements as Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with the Obligations against Lender and/or any of its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Samples: Financing and Security Agreement (Gp Strategies Corp)
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers the Guarantor in this Agreement, in any of the other Financing Documents, Agreement and in any certificate delivered pursuant hereto or thereto shall survive the making by Lender the Banks and/or the Agent of advances and other extensions of credit under the Revolving Loan, the issuance of Letters of Credit credit facilities and the execution and delivery of the Noteseach promissory note evidencing all or any part of Obligations, shall be binding upon Borrowers the Guarantor regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon Lender’s the Agent's request, and as a condition of the release of any one or more of the Security Documents, Borrowers the Guarantor and other Persons persons obligated with respect to the Obligations shall provide Lender the Agent with such acknowledgments acknowledgements and agreements as Lender the Agent may reasonably require to the effect that there exists no defenses, rights of or setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender and/or any of Agent, its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Samples: Guaranty of Payment Agreement (Mason Dixon Bancshares Inc/Md)
Continuing Agreements. All covenants, agreements, representations and warranties made by the Borrowers in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by the Lender of the Revolving LoanLoans, the issuance of Letters letters of Credit credit by the Lender and the execution and delivery of the Notes, shall be binding upon the Borrowers regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon the Lender’s request, and as a condition of the release of any one or more of the Security Documents, the Borrowers and other Persons obligated with respect to the Obligations shall provide the Lender with such acknowledgments and agreements as the Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender and/or any of its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Samples: Financing and Security Agreement (Rand Worldwide Inc)
Continuing Agreements. All covenants, agreements, representations and warranties made by any or all of the Borrowers in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by the Lender of the Revolving Loan, the issuance of Letters of Credit Loans and the execution and delivery of the Notes, shall be binding upon the Borrowers regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon the Lender’s 's request, and as a condition of the release of any one or more of the Security Documents, the Borrowers and other Persons obligated with respect to the Obligations shall provide the Lender with such acknowledgments and agreements as the Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender and/or any of Lender, its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Continuing Agreements. All covenants, agreements, representations and warranties made by the Borrowers in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by the Lender of the Revolving LoanLoans, the issuance of Letters of Credit and the execution and delivery of the Notes, shall be binding upon the Borrowers regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. .. From time to time upon the Lender’s request, and as a condition of the release of any one or more of the Security Documents, the Borrowers and other Persons obligated with respect to the Obligations shall provide the Lender with such acknowledgments and agreements as the Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender and/or any of its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Continuing Agreements. All covenants, agreements, representations and warranties made by the Borrowers in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by the Lender of the Revolving LoanLoans, the issuance of Letters of Credit and the execution and delivery of the Notes, shall be binding upon the Borrowers regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon the Lender’s request, and as a condition of the release of any one or more of the Security Documents, the Borrowers and other Persons obligated with respect to the Obligations shall provide the Lender with such acknowledgments and agreements as the Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender and/or any of its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers the Borrower in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by the Lender of the Revolving LoanLoans, the issuance of Letters of Credit and the execution and delivery of the Notes, shall be binding upon Borrowers the Borrower regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon the Lender’s 's request, and as a condition of the release of any one or more of the Security Documents, Borrowers the Borrower and other Persons obligated with respect to the Obligations shall provide the Lender with such acknowledgments and agreements as the Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender and/or any of its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers the Borrower in this Agreement, in any of the other Financing Documents, and in any certificate delivered pursuant hereto or thereto shall survive the making by the Lender of the Revolving LoanLoans, the issuance of Letters of Credit and the execution and delivery of the Notes, shall be binding upon Borrowers the Borrower regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon the Lender’s request, and as a condition of the release of any one or more of the Security Documents, Borrowers the Borrower and other Persons obligated with respect to the Obligations shall provide the Lender with such acknowledgments and agreements as the Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender and/or any of its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract
Continuing Agreements. All covenants, agreements, representations and warranties made by Borrowers the Guarantor in this Agreement, in any of the other Financing Documents, Agreement and in any certificate delivered pursuant hereto or thereto shall survive the making by the Lender of advances and other extensions of credit under the Revolving Loan, the issuance of Letters of Credit Loan and the execution and delivery of each promissory note evidencing all or any part of the NotesObligations, shall be binding upon Borrowers the Guarantor regardless of how long before or after the date hereof any of the Obligations were or are incurred, and shall continue in full force and effect so long as any of the Obligations are outstanding and unpaid. From time to time upon the Lender’s 's request, and as a condition of the release of any one or more of the Security Documents, Borrowers the Guarantor and other Persons obligated with respect to the Obligations shall provide the Lender with such acknowledgments and agreements as the Lender may require to the effect that there exists no defenses, rights of setoff or recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever in connection with against the Obligations against Lender and/or any of Lender, its agents and others, or to the extent there are, the same are waived and released.
Appears in 1 contract