Delivery of Signature Pages. (a) Each Existing Revolving Credit Lender and each Existing Term Loan Lender shall consent to the amendment and restatement of the Previous Credit Agreement effected hereby by executing a signature page to this Agreement and each such Existing Revolving Credit Lender or Existing Term Loan Lender hereby agrees that (to the extent it has a Revolving Credit Commitment or a Tranche A Term Loan Commitment hereunder) it will continue to be a party to this Agreement as a Lender, with obligations applicable to a Lender hereunder, including the obligation (i) to make or continue to make extensions of credit to the Parent Borrower and the Foreign Subsidiary Borrowers in an aggregate amount not to exceed the amount of its Revolving Credit Commitment under the applicable Revolving Credit Facility as set forth opposite such Lender’s name in Schedule 1.1A, as such amount may be changed from time to time as provided in this Agreement and (ii) to make Tranche A Term Loans to the Parent Borrower on the Closing Date in an aggregate amount equal to the amount of its Tranche A Term Loan Commitment as set forth opposite such Lender’s name in Schedule 1.1A.
(b) Each Lender that is not an Existing Revolving Credit Lender or Existing Term Loan Lender (each an “Initial Lender”) shall become a party to this Agreement by delivering to the Administrative Agent a signature page to this Agreement duly executed by such Lender and each such Initial Lender agrees to all of the provisions of this Agreement and acknowledges that it will become a party to this Agreement as of the Closing Date as a Lender, with obligations applicable to a Lender hereunder, including the obligation (i) to make extensions of credit to the Parent Borrower and the Foreign Subsidiary Borrowers in an aggregate principal amount not to exceed the amount of its Revolving Credit Commitment under the applicable Revolving Credit Facility as set forth opposite such Lender’s name in Schedule 1.1A, as such amount may be changed from time to time as provided in this Agreement and (ii) to make Tranche A Term Loans to the Parent Borrower on the Closing Date in an aggregate amount equal to the amount of its Tranche A Term Loan Commitment as set forth opposite such Lender’s name in Schedule 1.1A.
(c) [Reserved].
(d) The Required Lenders (as defined in the Previous Credit Agreement) hereby waive the applicable notice requirements set forth in (i) Section 2.10 of the Previous Credit Agreement with respect to the termination of the...
Delivery of Signature Pages. Simultaneously with the execution and delivery of this letter agreement, Xxxxxx and Purchaser have delivered to GFI the Signature Pages. Except as set forth in this letter agreement, the Signature Pages may not be voided, conditioned, retracted or withdrawn, and Parent and Purchaser agree not to take any action or fail to take any action with the knowledge that the taking or failing to take such action would reasonably be expected to prevent the Tender Offer Agreement from becoming a fully executed, binding and effective agreement upon the execution and delivery by GFI of its signature page to the Tender Offer Agreement (the “GFI Signature Page”). Solely upon the execution and delivery of the GFI Signature Page in accordance with the terms of this letter agreement, the Tender Offer Agreement shall become a fully executed, binding and effective agreement.
Delivery of Signature Pages. (a) Each of the parties hereto has provided to Xxxxxx & Bird LLP, counsel to the Administrative Agent, original, facsimile or “.pdf”/electronic signature pages to the Credit Agreement, and in the case of the Borrower, original, facsimile or “.pdf”/electronic signature pages to other Loan Documents (as such term is defined in the Credit Agreement) (all such signature pages collectively, the “Signature Pages”). Each of the parties hereto agrees that none of the Signature Pages shall be deemed to be delivered or effective unless and until all conditions precedent contained in Article V of the Credit Agreement have been satisfied.
(b) Upon the satisfaction of each of the conditions precedent contained in Article V of the Credit Agreement, (i) all such Signature Pages shall be deemed to be delivered and effective and (ii) the Administrative Agent shall be authorized to (A) attach the Signature Pages to the applicable Loan Documents (as defined in the Credit Agreement), (B) date the Credit Agreement as of the date of the satisfaction of such conditions precedent, complete the Revolving Termination Date with the date that is four years from the date of the Credit Agreement and complete the Term Loan Maturity Date with the date that is five years from the date of the Credit Agreement, (C) complete the dates in the definitions of “Business Management Agreement” and “Property Management Agreement” with the dates provided by the Borrower to the Administrative Agent, (D) complete the blank in Section 9.1.(f) of the Credit Agreement with the amount that is equal to 85% of the Tangible Net Worth (as defined in the Credit Agreement) as determined by the Borrower from the pro forma balance sheet of the Borrower as of December 31, 2011, filed with the Securities and Exchange Commission on or about the date hereof with an amendment to the Borrower’s registration statement on Form S-11 and as provided by the Borrower to the Administrative Agent, and (E) complete the dates of the agreements set forth on Schedule 6.1.(h) and Schedule 6.1.(s) with the dates provided by the Borrower to the Administrative Agent.
(c) By submitting its signature page, each Lender further agrees that its signature page cannot be withdrawn or revoked and shall not be returned unless the conditions precedent contained in Article V of the Credit Agreement are not satisfied by the date set forth in Section 2 below.
