Common use of Effect of Amendment and Restatement of the Existing Credit Agreement Clause in Contracts

Effect of Amendment and Restatement of the Existing Credit Agreement. (a) On the Effective Date, the Existing Credit Agreement shall be amended, restated and superseded in its entirety by this Agreement. The parties hereto acknowledge and agree that (a) upon the effectiveness of this Agreement, Holdings shall be automatically cease to be the “Borrower” under the Existing Credit Agreement and the Borrower shall be the borrower hereunder, (b) upon the effectiveness of this Agreement, Holdings shall be released from any obligations to repay the Indebtedness described in the Existing Credit Agreement and the Notes issued thereunder, (c) this Agreement and the other Loan Documents, whether executed and delivered in connection herewith or otherwise, do not constitute a novation, payment and reborrowing, or termination of the “Obligations” (as defined in the Existing Credit Agreement) under the Existing Credit Agreement as in effect prior to the Effective Date, (d) such “Obligations” are in all respects continuing (as amended and restated hereby) with only the terms thereof being modified as provided in this Agreement and (e) upon the effectiveness of this Agreement all Loans of Lenders outstanding under the Existing Credit Agreement immediately before the effectiveness of this Agreement will be converted into Loans hereunder on the terms and conditions set forth in this Agreement.

Effect of Amendment and Restatement of the Existing Credit Agreement. (a) On the Amendment Effective Date, the Existing Credit Agreement shall be amended, amended and restated and superseded in its entirety by this Agreement, and the Existing Credit Agreement shall thereafter be of no further force and effect except to evidence (i) the incurrence by the Loan Parties of the “Obligations” under and as defined in the Existing Credit Agreement (whether or not such “Obligations” are contingent as of the Amendment Effective Date), (ii) the representations and warranties made by the Loan Parties prior to the Amendment Effective Date (which representations and warranties shall not be superseded or rendered ineffective by this Agreement as they pertain to the period prior to the Amendment Effective Date) and (iii) any action or omission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Amendment Effective Date (including any failure, prior to the Amendment Effective Date, to comply with the covenants contained in the Existing Credit Agreement). The parties hereto acknowledge and agree that (a) upon the effectiveness of this Agreement, Holdings shall be automatically cease to be the “Borrower” under the Existing Credit Agreement and the Borrower shall be the borrower hereunder, (b) upon the effectiveness of this Agreement, Holdings shall be released from any obligations to repay the Indebtedness described in the Existing Credit Agreement and the Notes issued thereunder, (c) this Agreement and the other Loan Documents, whether executed and delivered in connection herewith or otherwise, do not constitute a novation, payment and reborrowing, novation or termination of the “Obligations” (as defined in the Existing Credit Agreement) under the Existing Credit Agreement as in effect prior to the Amendment Effective Date, Date and which remain outstanding and (db) such the “Obligations” are in all respects continuing (as amended and restated hereby) with only hereby and which are hereinafter subject to the terms thereof being modified as provided in this Agreement and (e) upon the effectiveness of this Agreement all Loans of Lenders outstanding under the Existing Credit Agreement immediately before the effectiveness of this Agreement will be converted into Loans hereunder on the terms and conditions set forth in this Agreementherein).

Effect of Amendment and Restatement of the Existing Credit Agreement. (a) On the Second Restatement Effective Date, the Existing Credit Agreement shall be amended, restated and superseded in its entirety by this Agreement. The parties hereto acknowledge and agree that (a) upon the effectiveness of this Agreement, Holdings shall be automatically cease to be the “Borrower” under the Existing Credit Agreement and the Borrower shall be the borrower hereunder, (b) upon the effectiveness of this Agreement, Holdings shall be released from any obligations to repay the Indebtedness described in the Existing Credit Agreement and the Notes issued thereunder, (c) this Agreement and the other Loan Documents, whether executed and delivered in connection herewith or otherwise, do not constitute a novation, payment and reborrowing, or termination of the “Obligations” Loans and other Extensions of Credit (as defined in the Existing Credit Agreement) under the Existing Credit Agreement as in effect prior to the Second Restatement Effective Date, ; (db) such “Obligations” Loans and other Extensions of Credit are in all respects continuing (as amended and restated hereby) with only the terms thereof being modified as provided in this Agreement Agreement; and (ec) upon the effectiveness of this Agreement all Loans Extensions of Credit of Lenders outstanding under the Existing Credit Agreement immediately before the effectiveness of this Agreement (except to the extent repaid as a condition to the occurrence of the Second Restatement Effective Date as provided in Section 9.1(d)) will be converted into Loans Extensions of Credit of such Lenders hereunder on the terms and conditions set forth in this Agreement.

Effect of Amendment and Restatement of the Existing Credit Agreement. (a) On the Effective Date, the Existing Credit Agreement shall be amended, restated and superseded in its entirety by this Agreement. The parties hereto acknowledge and agree that (a) upon the effectiveness of this Agreement, Holdings shall be automatically cease to be the “Borrower” under the Existing Credit Agreement and the Borrower shall be the borrower hereunder, (b) upon the effectiveness of this Agreement, Holdings shall be released from any obligations to repay the Indebtedness described in the Existing Credit Agreement and the Notes issued thereunder, (c) this Agreement and the other Loan Documents, whether executed and delivered in connection herewith or otherwise, do not constitute a novation, payment and reborrowing, or termination of the “Obligations” Loans (as defined in the Existing Credit Agreement) shall be repaid with proceeds of the Loans borrowed on the Effective Date and the Revolving Commitments (as defined in the Existing Credit Agreement) shall be amended and restated in their entirety as Revolving Commitments hereunder as set forth on Schedule 1.1(a). The parties acknowledge and agree that this Agreement and the other Loan Documents do not constitute a novation, payment and reborrowing or termination of the obligations under the Existing Credit Agreement as in effect prior to the Effective Date, (d) and that all such “Obligations” obligations are in all respects continuing (continued and outstanding as amended Obligations under this Agreement except to the extent such Obligations are modified from and restated hereby) with only after the terms thereof being modified Effective Date as provided in this Agreement and the other Loan Documents. Each Lender that was a Lender (eas defined in the Existing Credit Agreement) upon party to the Existing Credit Agreement hereby agrees that this Agreement amends and restates the Existing Credit Agreement in its entirety effective as of the Effective Date; provided that for the avoidance of doubt, each Borrower hereby reaffirms that (a) all Letters of Credit under and as defined in the Existing Credit Agreement shall continue as Letters of Credit under this Agreement and (b) the Collateral and the Loan Documents shall continue to secure, guarantee, support and otherwise benefit the Obligations on the same terms as prior to the effectiveness hereof. Upon the effectiveness of this Agreement all Loans of Lenders outstanding under Agreement, each Loan Document (other than the Existing Credit Agreement Agreement) that was in effect immediately before prior to the effectiveness date of this Agreement will shall continue to be converted into Loans hereunder effective on the its terms and conditions set forth in this Agreementunless otherwise expressly stated herein.

Effect of Amendment and Restatement of the Existing Credit Agreement. (a) On the Second Restatement Effective Date, except to the extent expressly provided in the second sentence of Section 10.10 hereof, the Existing Credit Agreement shall be amended, restated and superseded in its entirety by this Agreement. The parties hereto acknowledge and agree that (a) upon the effectiveness of this Agreement, Holdings shall be automatically cease to be the “Borrower” under the Existing Credit Agreement and the Borrower shall be the borrower hereunder, (b) upon the effectiveness of this Agreement, Holdings shall be released from any obligations to repay the Indebtedness described in the Existing Credit Agreement and the Notes issued thereunder, (c) this Agreement and the other Loan Documents, whether executed and delivered in connection herewith or otherwise, do not constitute a novation, payment and reborrowing, or termination of the “Obligations” (as defined in the Existing Credit Agreement) under the Existing Credit 95 Agreement as in effect prior to the Second Restatement Effective Date, (db) such “Obligations” are in all respects continuing (as amended and restated hereby) with only the terms thereof being modified as provided in this Agreement and (ec) upon the effectiveness of this Agreement all Loans of Lenders outstanding under the Existing Credit Agreement immediately before the effectiveness of this Agreement will be converted into and become Loans hereunder on the terms and conditions set forth in this Agreement.