Common use of Effect of Amendment Clause in Contracts

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.

Appears in 5 contracts

Samples: Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (Fusion Connect, Inc.), Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (Fusion Connect, Inc.), Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (Fusion Connect, Inc.)

AutoNDA by SimpleDocs

Effect of Amendment. Except as expressly set forth herein, (a) This Amendment (i) this Amendment except as expressly provided herein, shall not by implication be deemed to be a consent to the modification or otherwise limit, impair, constitute a waiver of any other term or otherwise affect the rights and remedies condition of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or of any other Credit Documentof the instruments or agreements referred to therein, and (ii) shall not alterprejudice any right or rights which the Administrative Agent, modifythe Collateral Agent, amend or the Lenders may now or hereafter have under or in any way affect any connection with the Credit Agreement, as amended hereby. Except as otherwise expressly provided by this Amendment, all of the terms, conditions, obligations, covenants or agreements contained in conditions and provisions of the Credit Agreement or any other Credit Documentshall remain the same. Each It is declared and every term, condition, obligation, covenant and agreement contained in agreed by each of the parties hereto that the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and Agreement, as amended hereby, shall continue in full force and effect effect, and that this Amendment and such Credit Agreement shall be read and construed as expressly amended hereby. The execution, delivery one instrument. (b) Each of the undersigned Guarantors is executing this Amendment in order to evidence that it hereby consents to and effectiveness accepts the terms and conditions of this Amendment and the transactions contemplated hereby, agrees to be bound by the terms and conditions hereof, and ratifies and confirms that each Guaranty and each of the other Loan Documents to which it is a party is, and shall notremain, except as expressly provided herein in full force and effect after giving effect to this Amendment. The Borrower and each of the other Loan Parties hereby confirms and agrees that all Liens and other security now or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, hereafter held by the Collateral Agent for the benefit of the Lenders as security for payment of the Obligations are the legal, valid, and binding obligations of the Borrower and the other Loan Parties, remain in full force and effect, are unimpaired by this Amendment, and are hereby ratified and confirmed as security for payment of the Obligations. (c) No failure or delay on the part of the Administrative Agent under or the Lenders to exercise any of the Credit Documents, right or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding remedy under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby Loan Document or applicable law shall be construed operate as a release or other discharge waiver thereof, nor shall any single partial exercise of any right or remedy preclude any other or further exercise of any right or remedy, all of which are cumulative and may be exercised without notice except to the extent notice is expressly required (and has not been waived) under the Credit Parties from Agreement, the Credit Documents. From other Loan Documents and applicable law. (d) Upon and after the execution of this Amendment Effective Dateby each of the parties hereto, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement shallAgreement, unless expressly provided otherwise, be deemed and each reference in the other Loan Documents to refer to the Amended Credit Agreement. Each ”, “thereunder”, “thereof” or words of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant like import referring to the Credit Documents as security for the Obligations under or with respect Agreement, shall mean and be a reference to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsas modified hereby.

Appears in 4 contracts

Samples: Credit Agreement (Martin Midstream Partners L.P.), Credit Agreement (Martin Midstream Partners Lp), Credit Agreement (Martin Midstream Partners Lp)

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of of, or otherwise affect the rights and remedies of the Lendersof, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery parties hereto acknowledge and effectiveness agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall notnot constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the First Incremental Term Facility Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle any Loan Party to a consent to, except as expressly provided herein or as provided in the exhibits heretoa waiver, operate as a waiver of any rightamendment, power modification or remedy of any Lenderother change of, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit DocumentsAgreement or any other Loan Document in similar or different circumstances. This Amendment shall not extinguish apply to and be effective only with respect to the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any provisions of the Credit Parties from Agreement and the Credit Documents. From other Loan Documents specifically referred to herein. (b) On and after the First Incremental Term Facility Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import referring in any other Loan Document, shall be deemed a reference to the Credit Agreement shallAgreement, unless expressly provided otherwise, be deemed as amended hereby. This Amendment shall constitute an Incremental Facility Amendment entered into pursuant to refer to the Amended Credit Agreement. Each Section 2.20 of the Credit Parties hereby consents to this Amendment Agreement and confirms that a “Loan Document” for all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each purposes of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit other Loan Documents.

Appears in 3 contracts

Samples: First Incremental Term Facility Amendment (New Whale Inc.), First Incremental Term Facility Amendment (Endeavor Group Holdings, Inc.), First Incremental Term Facility Amendment (Endeavor Group Holdings, Inc.)

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of of, or otherwise affect the rights and remedies of the Lendersof, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery parties hereto acknowledge and effectiveness agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall notnot constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Fourth Amendment Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle any Loan Party to a consent to, except as expressly provided herein or as provided in the exhibits heretoa waiver, operate as a waiver of any rightamendment, power modification or remedy of any Lenderother change of, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit DocumentsAgreement or any other Loan Document in similar or different circumstances. This Amendment shall not extinguish apply to and be effective only with respect to the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any provisions of the Credit Parties from Agreement and the Credit Documents. From other Loan Documents specifically referred to herein. (b) On and after the Fourth Amendment Effective Date and the Fourth Amendment (Other Amendments) Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import referring in any other Loan Document, shall be deemed a reference to the Credit Agreement shallAgreement, unless expressly provided otherwise, be deemed as amended hereby. This Amendment shall constitute an Incremental Facility Amendment and an Incremental Revolving Commitment Increase entered into pursuant to refer to the Amended Credit Agreement. Each Section 2.20 of the Credit Parties hereby consents to this Amendment Agreement and confirms that a “Loan Document” for all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each purposes of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit other Loan Documents.

Appears in 3 contracts

Samples: Credit Agreement (New Whale Inc.), Credit Agreement (Endeavor Group Holdings, Inc.), Credit Agreement (Endeavor Group Holdings, Inc.)

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of of, or otherwise affect the rights and remedies of the Lendersof, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery parties hereto acknowledge and effectiveness agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall notnot constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Second Incremental Term Facility Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle any Loan Party to a consent to, except as expressly provided herein or as provided in the exhibits heretoa waiver, operate as a waiver of any rightamendment, power modification or remedy of any Lenderother change of, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit DocumentsAgreement or any other Loan Document in similar or different circumstances. This Amendment shall not extinguish apply to and be effective only with respect to the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any provisions of the Credit Parties from Agreement and the Credit Documents. From other Loan Documents specifically referred to herein. (b) On and after the Second Incremental Term Facility Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import referring in any other Loan Document, shall be deemed a reference to the Credit Agreement shallAgreement, unless expressly provided otherwise, be deemed as amended hereby. This Amendment shall constitute an Incremental Facility Amendment entered into pursuant to refer to the Amended Credit Agreement. Each Section 2.20 of the Credit Parties hereby consents to this Amendment Agreement and confirms that a “Loan Document” for all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each purposes of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit other Loan Documents.

Appears in 3 contracts

Samples: Second Incremental Term Facility Amendment (Endeavor Group Holdings, Inc.), Second Incremental Term Facility Amendment (Endeavor Group Holdings, Inc.), Second Incremental Term Facility Amendment

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of of, or otherwise affect the rights and remedies of the Lendersof, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery parties hereto acknowledge and effectiveness agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall notnot constitute a novation of the Credit Agreement and the other Loan Documents as in effect prior to the Fifth Amendment Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Agreement or entitle any Loan Party to a consent to, except as expressly provided herein or as provided in the exhibits heretoa waiver, operate as a waiver of any rightamendment, power modification or remedy of any Lenderother change of, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit DocumentsAgreement or any other Loan Document in similar or different circumstances. This Amendment shall not extinguish apply to and be effective only with respect to the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any provisions of the Credit Parties from Agreement and the Credit Documents. From other Loan Documents specifically referred to herein. (b) On and after the Fifth Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement, “thereunder”, “thereof”, “therein” or words of like import referring in any other Loan Document, shall be deemed a reference to the Credit Agreement shallAgreement, unless expressly provided otherwise, be deemed as amended hereby. This Amendment shall constitute an Incremental Facility Amendment entered into pursuant to refer to the Amended Credit Agreement. Each Section 2.20 of the Credit Parties hereby consents to this Amendment Agreement and confirms that a “Loan Document” for all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each purposes of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit other Loan Documents.

Appears in 3 contracts

Samples: Credit Agreement (New Whale Inc.), Credit Agreement (Endeavor Group Holdings, Inc.), Credit Agreement (Endeavor Group Holdings, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment and Waiver shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment and Waiver shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment and Waiver shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment and Waiver or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and Waiver and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.

Appears in 3 contracts

Samples: Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (Fusion Connect, Inc.), Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (Fusion Connect, Inc.), Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (Fusion Connect, Inc.)

Effect of Amendment. This Amendment shall constitute an “Incremental Facility Amendment” for all purposes of the Credit Agreement and the other Loan Documents and the Additional Term B-3 Loans shall constitute “Incremental Term Loans” and “Term B-3 Loans” for all purposes of the Credit Agreement and the other Loan Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative Collateral Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness each Loan Party reaffirms its obligations under the Loan Documents to which it is party and the grant of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, its Liens on the Collateral Agent or made by it pursuant to the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Security Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment purposes of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force including without limitation for purposes of Sections 10.14, 10.15 and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties 10.17 thereof, and from the Credit Documents. From and after the Amendment Effective First Incremental Facility Closing Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Loan Parties hereby consents to this Amendment and confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and as amended hereby. The Additional Term B-3 Arrangers shall be entitled to all of the rights, remedies privileges and benefits immunities provided for to the “Lead Arrangers” in the Credit Agreement and the other Loan Documents and the Additional Term B-3 Co-Documentation Agents shall be entitled to all rights, privileges and immunities provided to the “Documentation Agents” in the Credit Agreement and the other Loan Documents.

Appears in 2 contracts

Samples: Credit Agreement (Restaurant Brands International Inc.), Incremental Facility Amendment (Restaurant Brands International Inc.)

Effect of Amendment. (a) Each party hereto agrees that, as among themselves, on and after the Amendment Effective Date the Credit Agreement will be amended, and will be and remain in full force and effect, in the form of the amended and restated Credit Agreement attached hereto as Exhibit A, notwithstanding the failure of any former Lender under the Original Agreement to consent to this Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Senior Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or of any other Credit Document is hereby Senior Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle the Borrower to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution Agreement or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release Senior Loan Document in similar or other discharge of any of the Credit Parties from the Credit Documents. From different circumstances. (b) On and after the Amendment Effective Date, all references each reference in the Credit Agreement to "this Agreement", "hereunder", "hereof", "herein", or words of like import, and each reference to the Credit Agreement in any other Senior Loan Document shall be deemed a reference to the Credit Document Agreement, as amended and restated hereby. This Amendment shall constitute a "Senior Loan Document" for all references in purposes of the Credit Agreement and the other Senior Loan Documents. (c) The changes in the Applicable Rate effected pursuant to this Agreement,” “hereunder,” “hereof” or words Amendment shall be effective on and after the Amendment Effective Date. All accruals of like import referring interest and fees for periods prior to the Amendment Effective Date will be based on the Applicable Rate in effect under the Credit Agreement shall, unless expressly provided otherwise, be deemed prior to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents giving effect to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAmendment.

Appears in 2 contracts

Samples: Credit Agreement (Rite Aid Corp), Credit Agreement (Rite Aid Corp)

Effect of Amendment. (i) Each of parties hereto agrees that from and after the Amendment No. 1 Effective Date, (i) each 2020 Term A Lender shall be an “Incremental Term Loan Lender” and a “Term Loan Lender” for all purposes under the Amended Credit Agreement and the other Loan Documents and perform all the obligations of, and have all the rights of, a Lender thereunder, (ii) the 2020 Term A Loan Commitment of each 2020 Term A Lender shall be a “Term Loan Commitment” for all purposes under the Amended Credit Agreement and the other Loan Documents, (iii) the 2020 Term A Loan Commitments and the 2020 Term A Loans thereunder shall constitute an “Incremental Term A Facility” and a “Facility” for all purposes under the Amended Credit Agreement and the other Loan Documents and (iv) the 2020 Term A Loans shall each be “Other Incremental Term Loans”, “Incremental Term A Loans” and “Term Loans”, representing a separate Class of Loans from the Initial Term B Loans, for all purposes under the Amended Credit Agreement and the other Loan Documents; (ii) Except as expressly set forth hereinherein (including Exhibit A hereto), this Amendment (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement as amended hereby, or any other Credit Loan Document as amended hereby, is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documentseffect. This Amendment shall not extinguish the obligations constitute an Incremental Amendment and a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 1 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Loan Parties hereby consents to this Amendment and confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit AgreementAgreement as amended hereby. Each Credit Party hereby ratifies This Amendment and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all shall not constitute a novation of the Obligations; and (c) Credit Agreement or the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit other Loan Documents.

Appears in 2 contracts

Samples: Credit Agreement (Maxlinear Inc), Credit Agreement (Maxlinear Inc)

Effect of Amendment. (a) Until this Amendment becomes effective in accordance with its terms and the Funding Date shall have occurred, the Existing Credit Agreement shall remain in full force and effect and shall not be affected hereby. On and after the Funding Date, all obligations of the Borrower under the Existing Credit Agreement shall become obligations of such Borrower under the Amended Credit Agreement and the provisions of the Existing Credit Agreement shall be superseded by the provisions of the Amended Credit Agreement. (b) Except as expressly set forth herein, (i) in this Amendment or in the Amended Credit Agreement, this Amendment and the Amended Credit Agreement shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative Agent, in each case Collateral Agent under the Existing Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Existing Credit Agreement or of any other Loan Document, all of which (as amended by this Amendment and the Amended Credit Document is hereby Agreement) are ratified and re-affirmed in all respects and shall continue in full force and effect effect. Except as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided set forth herein or as provided in the exhibits heretoAmended Credit Agreement, operate as nothing herein shall be deemed to entitle the Borrower, any Loan Party or any other Person to a waiver of any rightconsent to, power or remedy of any Lendera waiver, the Collateral Agent amendment, modification or the Administrative Agent under other change of, any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein agreements contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment Existing Credit Agreement or in any other document contemplated hereby shall Loan Document in similar or different circumstances or be construed as a release or other discharge of any Borrower or any of its Subsidiaries under any Loan Document from any of its obligations and liabilities as a “Borrower”, a “Grantor” or a “Guarantor” (or any similar term) under the Existing Credit Agreement or the Loan Documents. The parties hereto expressly acknowledge that it is not their intention that this Amendment or any of the Credit Parties from other Loan Documents executed or delivered pursuant hereto constitute a novation of any of the Credit Documents. From and after obligations, covenants or agreements contained in the Amendment Effective Date, all references to the Existing Credit Agreement in or any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shallother Loan Document, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is but a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties modification thereof pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsterms contained herein.

Appears in 2 contracts

Samples: Credit Agreement (APi Group Corp), Credit Agreement (APi Group Corp)

Effect of Amendment. 7.1. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agent under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyaffect. The execution, delivery Each Loan Party acknowledges and effectiveness agrees that all of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent Liens and security interests created and arising under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall Loan Document remain in full force and effect and continue to secure its Obligations (as expressly modified hereby such term is defined after giving effect to this Amendment), unimpaired, uninterrupted and undischarged, regardless of the effectiveness of this Amendment. Nothing herein shall be deemed to entitle the Borrowers to a consent to, or as provided a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the exhibits heretoCredit Agreement or any other Loan Document in similar or different circumstances. Nothing implied in this Amendment shall be deemed to be a novation of any obligations under the Credit Agreement or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit DocumentsLoan Document. 7.2. From On and after the Amendment Effective Restatement Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the Credit Agreement shall, unless expressly provided otherwise, in any other Loan Document shall be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant reference to the Credit Documents Agreement as security amended hereby. This Amendment shall constitute a “Loan Document” for the Obligations under or with respect to all purposes of the Amended Credit Agreement and confirms the other Loan Documents (as defined in the Amended Credit Agreement). 7.3. Except as expressly provided herein or in the Amended Credit Agreement, the Amended Term Loan Facility, the New Revolving Commitments and agrees that such liens New Revolving Loans shall be subject to the terms and security interests secure all provisions of the Obligations; and (c) the Administrative Agent, the Collateral Agent Amended Credit Agreement and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit other Loan Documents.

Appears in 2 contracts

Samples: Replacement Facility Amendment (Allscripts Healthcare Solutions, Inc.), Credit Agreement (Allscripts Healthcare Solutions, Inc.)

Effect of Amendment. Except as expressly set forth herein, (a) This Fifth Amendment (i) this Amendment except as expressly provided herein, shall not by implication be deemed to be a consent to the modification or otherwise limit, impair, constitute a waiver of any other term or otherwise affect the rights and remedies condition of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or of any other Credit Documentof the instruments or agreements referred to therein, and (ii) shall not alterprejudice any right or rights which the Administrative Agent, modifythe Collateral Agent, amend or the Lenders may now or hereafter have under or in any way affect any connection with the Credit Agreement, as amended by this Fifth Amendment. Except as otherwise expressly provided by this Fifth Amendment, all of the terms, conditions, obligations, covenants or agreements contained in conditions and provisions of the Credit Agreement or any other Credit Documentshall remain the same. Each It is declared and every term, condition, obligation, covenant and agreement contained in agreed by each of the parties hereto that the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and Agreement, as amended hereby, shall continue in full force and effect, and that this Fifth Amendment and such Credit Agreement shall be read and construed as one instrument. (b) Each of the undersigned Guarantors is executing this Fifth Amendment in order to evidence that it hereby consents to and accepts the terms and conditions of this Fifth Amendment and the transactions contemplated thereby, agrees to be bound by the terms and conditions hereof, and ratifies and confirms that each Guaranty and each of the other Loan Documents to which it is a party is, and shall remain, in full force and effect as expressly amended herebyafter giving effect to this Fifth Amendment. The execution, delivery Borrower and effectiveness each of this Amendment shall not, except as expressly provided herein the other Loan Parties hereby confirm and agree that all Liens and other security now or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, hereafter held by the Collateral Agent for the benefit of the Lenders as security for payment of the Obligations are the legal, valid, and binding obligations of the Borrower and the Loan Parties, remain in full force and effect, are unimpaired by this Fifth Amendment, and are hereby ratified and confirmed as security for payment of the Obligations. (c) No failure or delay on the part of the Administrative Agent under or the Lenders to exercise any of the Credit Documents, right or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding remedy under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby Loan Document or applicable law shall be construed operate as a release or other discharge waiver thereof, nor shall any single partial exercise of any right or remedy preclude any other or further exercise of any right or remedy, all of which are cumulative and may be exercised without notice except to the extent notice is expressly required (and has not been waived) under the Credit Parties from Agreement, the Credit Documents. From other Loan Documents and applicable law. (d) Upon and after the execution of this Amendment Effective Dateby each of the parties hereto, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement shallAgreement, unless expressly provided otherwise, be deemed and each reference in the other Loan Documents to refer to the Amended Credit Agreement. Each ”, “thereunder”, “thereof” or words of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant like import referring to the Credit Documents as security for the Obligations under or with respect Agreement, shall mean and be a reference to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsas modified hereby.

Appears in 2 contracts

Samples: Credit Agreement (Martin Midstream Partners Lp), Credit Agreement

Effect of Amendment. Except as expressly set forth herein, (i) this This Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agent under the Credit Agreement or any other Credit Loan Document, and (ii) and, except as expressly set forth herein, shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any Each of the Credit Documents, or constitute Loan Parties confirms and agrees that the Liens granted pursuant to the Security Documents to which it is a waiver of party shall continue without any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which diminution thereof and shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From on and after the Amendment Effective Datedate hereof. Without limiting the foregoing, all references to by signing this Amendment, each Loan Party hereby confirms that (i) the obligations of the Loan Parties under the Credit Agreement in any Credit Document and all references each other Loan Document, as specifically amended hereby (x) are entitled to the benefits of the guarantees and the security interests set forth or created in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to Security Documents and the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to other Loan Documents and (y) constitute Obligations and (ii) notwithstanding the Amended Credit Agreement. Each effectiveness of the Credit Parties hereby consents to this Amendment terms hereof, the Security Documents and confirms that all obligations of such Credit Party under the Credit other Loan Documents to which such Credit Party is a party are, and shall continue to apply be, in full force and effect and are hereby ratified and confirmed in all respects. Each Loan Party ratifies and confirms its prior grant and the validity of all Liens granted, conveyed, or assigned to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that Administrative Agent by such Person pursuant to each of the Credit Documents Loan Document to which it is a party has been duly executed and delivered by after giving effect to this Amendment and except as specifically set forth in the Amended Credit Agreement, all such Credit Party to the Administrative Agent and to the Lenders and is Liens (x) remain in full force and effect as of the date hereofeffect, (by) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or other than with respect to the Amended Credit Agreement Permitted CARES Act Collateral constituting Excluded Property, are not released or reduced, and confirms (z) continue to secure full payment and agrees that such liens and security interests secure all performance of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and . This Amendment shall be entitled to all not constitute a novation of the rightsCredit Agreement or any of the Loan Documents. The Loan Parties are hereby authorized to enter into the CARES Act License Agreement. For the avoidance of doubt, remedies on and benefits provided after the Amendment No. 3 Effective Date, this Amendment shall for in all purposes constitute a Loan Document. [Signatures begin on the Credit Documents.following page]

Appears in 2 contracts

Samples: Asset Based Revolving Credit Agreement (Sun Country Airlines Holdings, Inc.), Asset Based Revolving Credit Agreement (Sun Country Airlines Holdings, Inc.)

Effect of Amendment. Except (a) On and after the effectiveness of this Amendment, each reference in the Existing Credit Agreement to “this Credit Agreement”, “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Existing Credit Agreement and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Existing Credit Agreement shall mean and be a reference to the Amended Credit Agreement. (b) The Existing Credit Agreement, and each of the other Loan Documents, in each case as expressly set forth hereinspecifically amended by this Amendment, (i) this are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. This Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative Agent, in each case Collateral Agent under the Existing Credit Agreement Agreement, or any other Credit Loan Document, and (ii) except as expressly set forth herein, shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit Loan Document. Each and every term, condition, obligation, covenant and agreement contained in or any other provision of the Existing Credit Agreement or any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery and effectiveness of parties hereto expressly acknowledge that it is not their intention that this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, other Loan Documents executed or delivered pursuant hereto constitute a waiver of any provision novation of any of the obligations, covenants or agreements contained in the Existing Credit DocumentsAgreement or any other Loan Document, but rather constitute a modification thereof pursuant to the terms contained herein. This Amendment shall not extinguish the obligations for the payment of money outstanding under the The Existing Credit Agreement. Nothing herein contained Agreement as amended hereby, shall be construed deemed to be a continuing agreement among the parties thereto, and all documents, instruments, and agreements delivered, as a substitution well as all Liens created, pursuant to or novation of in connection with the obligations outstanding under Existing Credit Agreement and the Credit Agreement, which other Loan Documents shall remain in full force and effect effect, each in accordance with its terms (as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in amended by this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAmendment). Each of party hereto acknowledges and agrees that the Credit Parties hereby consents to this Amendment prior liens, security interests and confirms assignments created or granted by any Loan Party that all obligations of such Credit Party under encumber the Credit Documents to which such Credit Party is a party Collateral shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies exist and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed remain valid and delivered by such Credit Party to the Administrative Agent and to the Lenders and is subsisting, shall not be impaired, extinguished or released hereby, shall remain in full force and effect as of the date hereofeffect, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents and are hereby ratified, renewed, brought forward, extended, and rearranged as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents. This Amendment constitutes a Loan Document.

Appears in 2 contracts

Samples: Credit Agreement (Westrock Coffee Co), Credit Agreement (Westrock Coffee Co)

Effect of Amendment. (a) This Amendment shall not constitute a novation of the Credit Agreement or any of the Credit Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or any other Credit Document is hereby Document, all of which are ratified and re-affirmed by Holdings and the Borrower on behalf of all Credit Parties in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionBy executing and delivering a copy hereof, delivery each of Holdings and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties Borrower hereby consents to this Amendment No. 4 and confirms that all obligations the transactions contemplated thereby and hereby confirms, on behalf of such each Credit Party Party, the respective guarantees, pledges and grants of security interests, as applicable, under the Credit Documents to which such Credit Party is a party shall continue to apply and subject to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that terms of each of the Credit Documents to which it each Credit Party is party, and agrees on behalf of each Credit Party that, after giving effect to this Amendment, such guarantees, pledges and grants of security interests, and the terms of each of the Security Documents to which each Credit Party is a party, shall continue to be in full force and effect, including to guarantee and secure the Obligations (including, without limitation, the Tranche B-3 Term Loans). For the avoidance of doubt, on and after the Amendment No. 4 Effective Date, this Amendment shall for all purposes constitute a Credit Document. (b) Each Additional Tranche B-3 Term Loan Lender party hereto (i) confirms that it has been duly executed received a copy of the Credit Agreement, this Amendment No. 4 and delivered by the other Credit Documents, together with such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment No. 4; (ii) agrees that it will, independently and without reliance upon the Administrative Agent, any Agent or any other Additional Tranche B-3 Term Loan Lender or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Party Agreement; (iii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement and the other Credit Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers and to the Lenders discretion as are reasonably incidental thereto; and is (iv) agrees that it will perform in full force and effect as accordance with their terms all of the date hereof, (b) its grant obligations which by the terms of liens on or security interests in its properties pursuant to the Credit Documents Agreement are required to be performed by it as security for a Lender. Upon the Obligations Amendment No. 4 Effective Date, the undersigned Additional Tranche B-3 Term Loan Lender shall become a Lender under or with respect to the Amended Credit Agreement and confirms and agrees that shall have the respective Additional Tranche B-3 Term Loan Commitment set forth next to its name on the Allocation Schedule. In addition, if an Existing Term Loan Lender has exercised its “Cashless Settlement Option” or the “Post- Closing Settlement Option” pursuant to their Consent to Amendment No. 4, the amount of such liens and security interests secure all Existing Term Loan Lender’s participation in the Tranche B-3 Term Loans may be less than 100% of the Obligations; and (c) principal amount of such Existing Term Loan Lender’s Existing Term Loans, based on the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all Amendment No. 4 Arrangers’ allocation of the rights, remedies and benefits provided for in the Credit DocumentsTranche B-3 Term Loans.

Appears in 2 contracts

Samples: First Lien Credit Agreement (BrightSpring Health Services, Inc.), First Lien Credit Agreement (BrightSpring Health Services, Inc.)

Effect of Amendment. Except This Amendment to the Agreement shall be effective and the Agreement shall be deemed to be modified and amended in accordance herewith upon the occurrence of (a) the prior written notice to the Rating Agencies of this Amendment pursuant to Section 12.01 of the Agreement and (b) the receipt by the Owner Trustee of an Opinion of Counsel that this Amendment does not adversely affect in any material respects the interests of any Noteholder or Certificateholder. This Amendment, once effective, shall be effective as expressly of the date first set forth hereinabove. Notwithstanding the amendment to Exhibit A, it will not be necessary to amend the presently outstanding Trust Certificate, it being understood that (i) the Certificateholder agreed to such modification by signing this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Document, and (ii) all future Trust Certificates will include the language in Exhibit A, as modified. The Sponsor shall not altergive prompt written notice to the Certificateholders, modify, amend or in any way affect any Indenture Trustee and each of the termsRating Agencies of this Amendment pursuant to Section 12.01 of the Agreement. The respective rights, conditionslimitations, obligations, covenants or agreements contained duties, liabilities and immunities of the Sponsor, the Seller, the Owner Trustee, the Indenture Trustee, the Trust, each of the Noteholders and the Certificateholders shall hereafter be determined, exercised and enforced subject in all respects to such modifications and amendments, and all the Credit terms and conditions of this Amendment shall be and be deemed to be part of the terms and conditions of the Agreement or for any other Credit Documentand all purposes. Each and every termThe Agreement, conditionas amended hereby, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed confirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsrespects.

Appears in 2 contracts

Samples: Trust Agreement (Accredited Mortgage Loan Trust 2004-4), Trust Agreement (Accredited Mortgage Loan Trust 2005-1)

Effect of Amendment. (a) Except as expressly set forth hereinin this Second Amendment or in the Credit Agreement, (i) this Second Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery and effectiveness Without limiting the generality of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lenderforegoing, the Security Documents and all of the Collateral Agent described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents (including all 2013 New First-Lien Term Loans, all 2013 Converted Existing First-Lien Term Loans, all 2013 Converted Extended First-Lien Term Loans and all Revolving Credit Exposure under the 2013 Extended Revolving Credit Commitments), in each case, as amended by this Second Amendment. Nothing herein shall be deemed to entitle the Borrowers to a consent to, or the Administrative Agent under a waiver, amendment, modification or other change of, any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit Documents. This Agreement or any other Loan Document in similar or different circumstances. (b) On and after the Second Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under Effective Date, each reference in (i) the Credit Agreement, which shall remain in full force (ii) the Intercreditor Agreement and effect as expressly modified hereby or as provided in (iii) the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From First-Lien Guarantee and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Collateral Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to (i) the Credit Agreement, (ii) the Intercreditor Agreement and (iii) the First-Lien Guarantee and Collateral Agreement in any other Loan Document, in each case shall be deemed a reference to (i) the Credit Agreement, (ii) the Intercreditor Agreement and (iii) the First-Lien Guarantee and Collateral Agreement (as amended by this Second Amendment), as the case may be. This Second Amendment shall constitute a “Loan Document” for all purposes of the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit other Loan Documents.

Appears in 2 contracts

Samples: Credit Agreement (Univision Holdings, Inc.), Credit Agreement (Univision Holdings, Inc.)

Effect of Amendment. (a) Except as expressly set forth herein, (i) this First Refinancing Amendment shall not by implication or otherwise limit, impair, constitute a waiver of of, or otherwise affect the rights and remedies of the Lendersof, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit DocumentAgreement or entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This First Refinancing Amendment shall apply to and be effective only with respect to the provisions of the Credit Agreement and the other Loan Documents specifically referred to herein. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Borrower reaffirms its obligations under the Loan Documents to which it is a party and effectiveness the validity of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Liens granted by it pursuant to the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From . (b) On and after the First Refinancing Amendment Effective Date and the Additional Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof,” “herein” or words of like import, and each reference to the Credit Agreement, “thereunder,” “thereof,” “therein” or words of like import referring in any other Loan Document, shall be deemed a reference to the Credit Agreement shallAgreement, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreementas amended hereby. Each This First Refinancing Amendment shall constitute a “Loan Document” for all purposes of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit other Loan Documents.

Appears in 2 contracts

Samples: Credit Agreement (Gentiva Health Services Inc), Credit Agreement (Gentiva Health Services Inc)

Effect of Amendment. Except as expressly set forth herein, (a) This Third Amendment (i) this Amendment except as expressly provided herein, shall not by implication be deemed to be a consent to the modification or otherwise limit, impair, constitute a waiver of any other term or otherwise affect the rights and remedies condition of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or of any other Credit Documentof the instruments or agreements referred to therein, and (ii) shall not alterprejudice any right or rights which the Administrative Agent, modifythe Collateral Agent, amend or the Lenders may now or hereafter have under or in any way affect any connection with the Credit Agreement, as amended by this Third Amendment. Except as otherwise expressly provided by this Third Amendment, all of the terms, conditions, obligations, covenants or agreements contained in conditions and provisions of the Credit Agreement or any other Credit Documentshall remain the same. Each It is declared and every term, condition, obligation, covenant and agreement contained in agreed by each of the parties hereto that the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and Agreement, as amended hereby, shall continue in full force and effect as expressly amended hereby. The executioneffect, delivery and effectiveness of that this Third Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the and such Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained Agreement shall be read and construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. one instrument. (b) Each of the Credit Parties undersigned Guarantors is executing this Third Amendment in order to evidence that it hereby consents to and accepts the terms and conditions of this Third Amendment and the transactions contemplated thereby, agrees to be bound by the terms and conditions hereof, and ratifies and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies each Guaranty and reaffirms (a) that each of the Credit other Loan Documents to which it is a party has been duly executed is, and delivered by such Credit Party to the Administrative Agent and to the Lenders and is shall remain, in full force and effect as after giving effect to this Third Amendment. The Borrower and each of the date hereof, (b) its grant other Loan Parties hereby confirm and agree that all Liens and other security now or hereafter held by the Collateral Agent for the benefit of liens on or security interests in its properties pursuant to the Credit Documents Lenders as security for payment of the Obligations under or with respect to are the Amended Credit Agreement legal, valid, and confirms binding obligations of the Borrower and agrees that such liens the Loan Parties, remain in full force and effect, are unimpaired by this Third Amendment, and are hereby ratified and confirmed as security interests secure all for payment of the Obligations; and . (c) No failure or delay on the part of the Administrative AgentAgent or the Lenders to exercise any right or remedy under the Credit Agreement, any other Loan Document or applicable law shall operate as a waiver thereof, nor shall any single partial exercise of any right or remedy preclude any other or further exercise of any right or remedy, all of which are cumulative and may be exercised without notice except to the extent notice is expressly required (and has not been waived) under the Credit Agreement, the Collateral Agent other Loan Documents and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsapplicable law.

Appears in 2 contracts

Samples: Credit Agreement, Credit Agreement (Martin Midstream Partners Lp)

Effect of Amendment. (a) This Amendment shall not constitute a novation of the Credit Agreement or any of the Credit Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or any other Credit Document is hereby Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionBy executing and delivering a copy hereof, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the each Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties Party hereby consents to this Amendment No. 1 and the transactions contemplated thereby and hereby confirms that all obligations its respective guarantees, pledges and grants of such Credit Party security interests, as applicable, under the Credit Documents to which such Credit Party is a party shall continue to apply and subject to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that terms of each of the Credit Documents to which it is party, and agrees that, after giving effect to this Amendment, such guarantees, pledges and grants of security interests, and the terms of each of the Security Documents to which it is a party, shall continue to be in full force and effect, including to guarantee and secure the Obligations (including, without limitation, the Tranche B-1 Term Loans). For the avoidance of doubt, on and after the Amendment No. 1 Effective Date, this Amendment shall for all purposes constitute a Credit Document. (b) Each Additional Tranche B-1 Term Loan Lender party hereto (i) confirms that it has been duly executed received a copy of the Credit Agreement, this Amendment No. 1 and delivered by the other Credit Documents, together with such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment No. 1; (ii) agrees that it will, independently and without reliance upon the Administrative Agent, any Agent or any other Additional Tranche B-1 Term Loan Lender or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Party Agreement; (iii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement and the other Credit Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers and to the Lenders discretion as are reasonably incidental thereto; and is (iv) agrees that it will perform in full force and effect as accordance with their terms all of the date hereof, (b) its grant obligations which by the terms of liens on or security interests in its properties pursuant to the Credit Documents Agreement are required to be performed by it as security for a Lender. Upon the Obligations Amendment No. 1 Effective Date, the undersigned Additional Tranche B-1 Term Loan Lender shall become a Lender under or with respect to the Amended Credit Agreement and confirms and agrees that shall have the respective Additional Tranche B-1 Term Loan Commitment set forth next to its name on the Allocation Schedule. In addition, if an Existing Term Loan Lender has exercised its “Cashless Settlement Option” or the “Post-Closing Settlement Option” pursuant to their Consent to Amendment No. 1, the amount of such liens and security interests secure all Existing Term Loan Lender’s participation in the Tranche B-1 Term Loans may be less than 100% of the Obligations; and (c) principal amount of such Existing Term Loan Lender’s Existing Term Loans, based on the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all Amendment No. 1 Arrangers’ allocation of the rights, remedies and benefits provided for in the Credit DocumentsTranche B-1 Term Loans.

Appears in 2 contracts

Samples: First Lien Credit Agreement (BrightSpring Health Services, Inc.), First Lien Credit Agreement (BrightSpring Health Services, Inc.)

Effect of Amendment. (a) Except as expressly set forth hereinherein or in the Amended Credit Agreements, (i) this Amendment No. 4 shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agent under the Original Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Original Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle any Loan Party to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Original Credit Agreement, the Amended Credit Agreements or any other Loan Document in similar or different circumstances. (b) Each Loan Party agrees that (i) all of its obligations, liabilities and indebtedness under any Loan Document to which it is a party, including its guarantee obligations, shall remain in full force and effect on a continuous basis after giving effect to this Amendment No. 4; (ii) all of the Liens and security interests created and arising under such Loan Documents shall remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest shall continue in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, after giving effect to this Amendment No. 4 as expressly modified hereby or as provided collateral security for its obligations, liabilities and indebtedness under the applicable Amended Credit Agreement and for its guarantees in the exhibits hereto. Nothing implied in this Amendment other Loan Documents; and (iii) all Obligations under the Loan Documents are payable or in any other document contemplated hereby shall be construed guaranteed, as a release or other discharge of any applicable, by each of the Loan Parties in accordance with the applicable Amended Credit Parties from Agreement and the Credit other Loan Documents, and each Loan Party unconditionally and irrevocably waives any claim or defense in respect of the Obligations existing on, or arising out of facts occurring at any time on or prior, to the Amendment No. From 4 Effective Date, including, without limitation, any claim or defense based on any right of set-off or counterclaim and hereby ratifies and affirms each and every waiver of claims and defenses granted under the Loan Documents. (c) On and after the Amendment No. 4 Effective Date and prior to the Third Restatement Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Original Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the Original Credit Agreement shall, unless expressly provided otherwise, in any other Loan Document shall be deemed to refer a reference to the Pre-Restatement Amended Credit Agreement. Each On and after the Third Restatement Effective Date, each reference in the Third Amended and Restated Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of the Credit Parties hereby consents to this Amendment like import, and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply each reference to the Third Amended and Restated Credit Agreement in any other Loan Document shall be deemed a reference to the Post-Restatement Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each This Amendment No. 4 shall constitute a “Loan Document” for all purposes of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement Agreements and confirms and agrees that such liens and security interests secure all the other Loan Documents. (d) The changes to the definition of “Applicable Margin” in Section 1.1 of the Obligations; Amended Credit Agreements effected pursuant to this Amendment No. 4 shall apply and (c) be effective on and after the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.Amendment No. 4

Appears in 2 contracts

Samples: Amendment No. 4 (Vantiv, Inc.), Loan Agreement

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of of, or otherwise affect the rights and remedies of the LendersAdministrative Agent, the Collateral Agent or the Administrative Agent, in each case Lenders under the Credit Agreement, the Guarantee and Collateral Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement, the Guarantee and Collateral Agreement or any other Credit Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle any Loan Party to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit DocumentsAgreement, the Guarantee and Collateral Agreement or any other Loan Document in similar or different circumstances. This Amendment shall not extinguish apply and be effective only with respect to the obligations for the payment provisions of money outstanding under the Credit AgreementAgreement and the Guarantee and Collateral Agreement specifically referred to herein. Nothing herein contained This Amendment shall be construed as constitute a substitution or novation “Loan Document” for all purposes of the obligations outstanding under the Credit Agreement, which shall remain in full force the Guarantee and effect as expressly modified hereby or as provided in Collateral Agreement and the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Loan Documents. From . (b) On and after the First Amendment Effective Date, all references to each reference in each of the Credit Agreement in any Credit Document and all references in the Credit Guarantee and Collateral Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein” or words of like import referring import, and each reference to the Credit Agreement shallor the Guarantee and Collateral Agreement in any other Loan Document, unless expressly provided otherwise, shall be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant reference to the Credit Documents Agreement (as security for amended hereby) or the Obligations under or with respect to the Amended Credit Guarantee and Collateral Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsas amended hereby).

Appears in 2 contracts

Samples: Second Lien Credit Agreement (Sunterra Corp), First Lien Credit Agreement (Sunterra Corp)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Original Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Loan Party reaffirms its obligations under the Loan Documents to which it is party and effectiveness the validity of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, guarantees and Liens granted by it pursuant to the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit AgreementAgreement and, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 2 Effective Date, (x) all references to the Original Credit Agreement or Amended Credit Agreement in any Credit Loan Document and all references in the Original Credit Agreement or Amended Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Original Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each of the Credit Parties hereby (i) consents to this Amendment and Amendment, (ii) confirms that all obligations of such Credit Party under the Credit Loan Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies Agreement and reaffirms (aiii) agrees that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or all security interests in its properties granted by it pursuant to the Credit Documents as security for the Obligations under or with respect to any Loan Document shall secure the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAgreement.

Appears in 2 contracts

Samples: Credit Agreement (Jazz Pharmaceuticals PLC), Credit Agreement (Jazz Pharmaceuticals PLC)

Effect of Amendment. Except The parties hereto agree and acknowledge that: (i) nothing contained in this Amendment in any manner or respect limits or terminates any of the provisions of the Loan Agreement or any of the other Loan Documents other than as expressly set forth herein and further agree and acknowledge that the Loan Agreement (as modified hereby) and each of the other Loan Documents remain and continue in full force and effect and are hereby ratified and confirmed; (ii) nothing contained in this Amendment in any manner or respect requires Agent or any Lender to refund, disgorge or otherwise return any cash payments of principal, interest, fees or other amounts made by any Obligor prior to the date hereof and (iii) other than as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case obligations under the Credit Loan Agreement and the guarantees, pledges and grants of security interests created under or any pursuant to the Loan Agreement and the other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and shall Loan Documents continue in full force and effect in accordance with their respective terms and the Collateral secures and shall continue to secure the Obligors’ obligations under the Loan Agreement as amended by this Amendment and any other obligations and liabilities provided for under the Loan Documents. Except to the extent expressly amended hereby. The set forth herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, not operate as a consent or waiver of any rightrights, power or remedy of any Lender, the Collateral Agent Lenders or the Administrative Agent under the Loan Agreement or any of the Credit Documentsother Loan Document, or nor constitute a consent or waiver of any provision of the Loan Agreement or any other Loan Document. No delay on the part of any Lender or Agent in exercising any of their respective rights, remedies, powers and privileges under the Loan Agreement or any of the Credit DocumentsLoan Documents or partial or single exercise thereof, shall constitute a consent to or waiver thereof. This None of the terms and conditions of this Amendment shall not extinguish may be changed, consented to, waived, modified or varied in any manner, whatsoever, except in accordance with Section 14.1 of the obligations for the payment of money outstanding under the Credit Loan Agreement. Nothing herein contained shall be construed as a substitution or novation of Upon the obligations outstanding under the Credit Agreementeffectiveness hereof, which shall remain in full force and effect as expressly modified hereby or as provided each reference in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Loan Agreement to “this Agreement,” “hereunder,” “hereof,” “herein” or words of like import referring shall mean and be a reference to the Credit Loan Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsamended hereby.

Appears in 2 contracts

Samples: Loan, Guaranty and Security Agreement (Key Tronic Corp), Loan, Guaranty and Security Agreement (Key Tronic Corp)

Effect of Amendment. (a) Except as expressly set forth hereinin this Fifth Amendment or in the Credit Agreement, (i) this Fifth Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery and effectiveness Without limiting the generality of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lenderforegoing, the Security Documents and all of the Collateral Agent described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents (including, without limitation, all Revolving Credit Exposure related to the 2015 Extended Revolving Credit Commitments (as increased by the 2015 Revolving Commitment Increases)), in each case, as amended by this Fifth Amendment. Nothing herein shall be deemed to entitle the Borrowers to a consent to, or the Administrative Agent under a waiver, amendment, modification or other change of, any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution Agreement or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release Loan Document in similar or other discharge of any of the Credit Parties from the Credit Documents. From different circumstances. (b) On and after the Fifth Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the Credit Agreement shallin any other Loan Document, unless expressly provided otherwise, in each case shall be deemed to refer a reference to the Amended Credit AgreementAgreement (as amended by this Fifth Amendment). Each This Fifth Amendment shall constitute a “Loan Document” for all purposes of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and other Loan Documents. (c) the Administrative AgentThe parties hereto confirm that no novation of any kind has occurred as a result of, the Collateral Agent and the Lenders are and shall be entitled to all of the rightsor in connection with, remedies and benefits provided for in the Credit Documentsthis Fifth Amendment or otherwise, any such novation being hereby expressly disclaimed.

Appears in 2 contracts

Samples: Credit Agreement (Univision Holdings, Inc.), Credit Agreement (Univision Holdings, Inc.)

Effect of Amendment. Except as expressly set forth hereinThis Amendment shall form a part of the Agreement for all purposes, (i) and each party thereto and hereto shall be bound hereby. From and after the execution of this Amendment by the parties hereto, any reference to the Agreement shall not by implication or otherwise limit, impair, constitute be deemed a waiver of or otherwise affect reference to the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Document, and (ii) as amended hereby. This Amendment shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue be deemed to be in full force and effect from and after the execution of this Amendment by the parties hereto. Except as expressly amended provided hereby, all of the representations, warranties, terms, covenants and conditions of the Agreement, the Pledge Agreement and the Control Agreement shall remain unamended and unwaived and shall continue to be, and shall remain, in full force and effect in accordance with their respective terms. The provisions set forth herein shall be limited as provided for herein, and shall not be deemed to be a waiver of, amendment to, consent to or modification of any other term or provision of the Agreement, the Pledge Agreement or the Control Agreement or of any event, condition or transaction on the part of the Issuer or any other person that would require the consent of the Subscribers. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein by implication or as provided in the exhibits heretootherwise, operate as a waiver of limit, impair, waive or otherwise affect any right, power or remedy of any LenderSubscriber under the Agreement, the Collateral Agent Pledge Agreement or the Administrative Agent under any Control Agreement. Each party hereto acknowledges and agrees that the execution and delivery by the Subscribers of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This this Amendment shall not extinguish be deemed (i) to create a course of dealing or otherwise obligate any Subscriber to forbear, waive, consent or execute similar amendments, agreements or waivers in the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution future, or novation (ii) to amend, relinquish or impair any right of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby matter arising from or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents relating to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAmendment.

Appears in 2 contracts

Samples: Equity Support Agreement (TH International LTD), Equity Support Agreement (TH International LTD)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement as amended hereby, or any other Credit Loan Document as amended hereby, is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documentseffect. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 2 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Loan Parties hereby consents to this Amendment and confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit AgreementAgreement as amended hereby. Each Credit Party hereby ratifies The parties hereto acknowledge and reaffirms (a) agree that each the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents to which it is a party has been duly amended and/or executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as connection herewith shall not constitute a novation of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) other Loan Documents as in effect prior to the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAmendment No. 2 Effective Date.

Appears in 2 contracts

Samples: First Lien Credit Agreement (McAfee Corp.), Second Lien Credit Agreement (McAfee Corp.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of of, or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agent under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle the Borrower or any Subsidiary Guarantor to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the terms, conditions, obligations, covenants or agreements contained in the Credit Documents, Agreement or constitute a waiver of any provision of any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit DocumentsAgreement specifically referred to herein. This Amendment shall constitute a Loan Document, and the representations, warranties and agreements contained herein shall, for all purposes of the Credit Agreement, be deemed to be set forth in the Credit Agreement. Each Obligor agrees that all of its obligations, liabilities and indebtedness under each Loan Document, including guarantee obligations, shall remain in full force and effect, in accordance with applicable law, on a continuous basis after giving effect to this Amendment. In addition, each Obligor reaffirms the security interests and Liens granted by such Obligor under the terms and conditions of the Security Documents to secure the Secured Obligations and agrees that such security interests and Liens remain in full force and effect and are hereby ratified, reaffirmed and confirmed. On and after (i) the Extension Amendments Effective Date, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement as modified hereby after giving effect to the Extension Amendments Effective Date, and (ii) the Reorganization Amendments Effective Date, any reference to the Credit Agreement contained in the Loan Documents shall mean the Credit Agreement (as in effect immediately prior to the Reorganization Amendments Effective Date) as modified hereby after giving effect to the Reorganization Amendments Effective Date. This Amendment shall not extinguish the obligations for the any payment of money obligation outstanding under the Credit AgreementAgreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit AgreementAgreement or instruments guaranteeing or securing the same, which shall remain in full force and effect effect, except as expressly modified hereby or as provided in the exhibits heretoby instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Loan Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies any Loan Document from any of its obligations and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsliabilities thereunder.

Appears in 2 contracts

Samples: Senior Secured Revolving Credit Agreement (BlackRock TCP Capital Corp.), Senior Secured Revolving Credit Agreement (BlackRock Capital Investment Corp)

Effect of Amendment. (a) Except as expressly set forth hereinherein or in the Amended Credit Agreement, (i) this Amendment Agreement shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Voting Participants or the Administrative Agent, in each case Agent under the Existing Credit Agreement or any other Credit Document, Loan Document and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Existing Credit Agreement or of any other Loan Document, all of which, subject to the terms of the Amended Credit Document is hereby Agreement, are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle Holdings and the Borrowers to a future consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit DocumentsAgreement, the Amended Credit Agreement or any other Loan Document in similar or different circumstances. (b) On and after the Second Amendment Effective Date, each reference in the Loan Documents to the “Credit Agreement” shall be deemed a reference to the Amended Credit Agreement. (c) This Amendment Agreement shall constitute a waiver “Loan Document” for all purposes of the Amended Credit Agreement and the other Loan Documents. (d) Each of the Administrative Agent, each Consenting Lender, each Consenting Voting Participant and each Loan Party expressly acknowledge that it is not its intention that this Amendment Agreement or any provision of the other Loan Documents executed or delivered pursuant hereto constitute a novation of any of the obligations, covenants, grants of Liens or agreements contained in the Existing Credit Documents. This Amendment shall not extinguish Agreement or any other Loan Document (as defined in the obligations for the payment of money outstanding under the Existing Credit Agreement), but rather constitute a modification thereof or supplement thereto pursuant to the terms contained herein and therein. Nothing herein contained The Existing Credit Agreement and the other Loan Documents (as defined in the Existing Credit Agreement), in each case as amended, modified or supplemented hereby, shall be construed deemed to be continuing agreements among the parties thereto, and all documents, instruments, and agreements delivered, as a substitution or novation of well as all Liens (as defined in the obligations outstanding under the Existing Credit Agreement) created, which pursuant to or in connection with the Existing Credit Agreement and the other Loan Documents (as defined in the Existing Credit Agreement) shall remain in full force and effect effect, each in accordance with its terms (as expressly amended, modified hereby or as provided in the exhibits hereto. Nothing implied in supplemented by this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall), unless expressly provided otherwisesuch document, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party instrument, or agreement has otherwise been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is terminated or has expired in full force and effect as of the date hereof, (b) its grant of liens on accordance with or security interests in its properties pursuant to the Credit Documents terms of this Amendment Agreement or such document, instrument, or agreement or as security for otherwise agreed by the Obligations under required parties hereto or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsthereto.

Appears in 1 contract

Samples: Credit Agreement (Rayonier Advanced Materials Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative AgentIssuing Banks, in each case under the Existing Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Existing Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionU.S. Borrower, delivery on behalf of itself and effectiveness of this Amendment shall noteach other Loan Party, except as expressly provided herein or as provided in reaffirms each such Loan Party’s obligations under the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Loan Documents to which it is party and the Collateral Agent or the Administrative Agent under any validity of the Credit Documents, or constitute a waiver of any provision of any of Liens granted by it pursuant to the Credit Security Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit Agreement, which shall remain in full force Agreement and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 9 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each The U.S. Borrower, on behalf of the Credit Parties itself and each other Loan Party, hereby consents to this Amendment and confirms that all obligations of such Credit Party the Loan Parties under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each This Amendment shall not constitute a novation of the Existing Credit Party hereby ratifies and reaffirms (a) that each Agreement or any other Loan Document. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Agreement or entitle any Loan Party to the Administrative Agent and to the Lenders and is in full force and effect as a consent to, or a waiver, amendment, modification or other change of, any of the date hereofterms, (b) its grant of liens on conditions, obligations, covenants or security interests agreements contained in its properties pursuant to the Credit Documents as security for the Obligations under Agreement or any other Loan Document in similar or different circumstances. This Amendment No. 9 shall apply to and be effective only with respect to the Amended provisions of the Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled other Loan Documents specifically referred to all of the rights, remedies and benefits provided for in the Credit Documentsherein.

Appears in 1 contract

Samples: Credit Agreement (Aramark)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect effect. Each Loan Party reaffirms its Obligations, including obligations (whether direct, as expressly amended hereby. The executiona guarantor or otherwise), delivery liabilities and effectiveness indebtedness, under the Loan Documents to which it is party and the validity of this Amendment shall notthe Liens granted by it pursuant to the Collateral Documents, except as expressly provided herein and all Mortgages, UCC financing statements and all other recordings and filings previously made, recorded or as filed are intended to and do secure and perfect all of its Obligations, in each case to the extent provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the such Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 1 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Loan Parties hereby consents to this Amendment and confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsas amended hereby.

Appears in 1 contract

Samples: Credit Agreement (TMS International Corp.)

Effect of Amendment. This Amendment shall constitute a Refinancing Amendment. This Amendment shall not constitute a novation of the Credit Agreement or any of the Loan Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any and each other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Loan Party reaffirms its obligations under the Loan Documents to which it is party and effectiveness reaffirms and confirms the validity of this Amendment shall not, except as expressly provided herein or as provided in its guarantees pursuant to the exhibits hereto, operate as a waiver Guaranty and its grant of any right, power or remedy of any Lender, Liens to secure the Collateral Agent or Secured Obligations pursuant to the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Loan Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit AgreementAgreement and, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 3 Effective Date, (x) all references to the Credit Agreement or Amended Credit Agreement in any Credit Loan Document and all references in the Credit Agreement or Amended Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each of the Credit Loan Parties hereby (i) consents to this Amendment and Amendment, (ii) confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that including in each of the Credit Documents to which it is a party has been duly executed and delivered by case, such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties obligations pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms (iii) reaffirms its prior grant and validity of the security interests pursuant to any Loan Document and agrees that all such liens and security interests shall secure all the Secured Obligations (including without limitation, the Third Amendment Refinancing Term Loans). Neither the modification of the Obligations; Credit Agreement effected pursuant to this Amendment nor the execution, delivery, performance or effectiveness of this Amendment and the Amended Credit Agreement impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document, and after giving effect to this Amendment, such Liens continue unimpaired with the same priority to secure repayment of all Secured Obligations (c) the Administrative Agentincluding without limitation, the Collateral Agent and the Lenders are and shall be entitled to all of the rightsThird Amendment Refinancing Term Loans), remedies and benefits provided for in the Credit Documentswhether heretofore or hereafter incurred.

Appears in 1 contract

Samples: Credit Agreement (Horizon Pharma PLC)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative Agent, in each case Borrower under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement (including, as amended by the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment and the Fifth Amendment) or any other Credit Loan Document (including the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment and the Fifth Amendment) is hereby ratified and re-affirmed reaffirmed in all respects and shall continue in full force and effect and nothing herein can or may be construed as expressly amended herebya novation thereof. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in Borrower reaffirms its obligations under the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit DocumentsLoan Documents to which it is party. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the 2017 Refinancing Amendment Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Parties The Borrower hereby consents to this Amendment and confirms that all obligations of such Credit Party the Borrower under the Credit Loan Documents to which such Credit Party it is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect , as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsamended hereby.

Appears in 1 contract

Samples: Credit Agreement (Activision Blizzard, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement Agreement, after giving effect to this Amendment, or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Credit Party reaffirms its obligations under the Credit Documents to which it is party and effectiveness the validity of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Liens granted by it pursuant to the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations constitute a Credit Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 4 Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Parties hereby (i) consents to this Amendment and Amendment, (ii) confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit AgreementAgreement as amended hereby and (iii) agrees that all security interests granted by it pursuant to any Credit Document (whether before, on or after the Amendment No. Each Credit Party hereby ratifies 4 Effective Date) shall secure (and reaffirms continue to secure) the Obligations (a) that each including without limitation Obligations in respect of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (bTerm B-3 Loans) its grant of liens on or security interests in its properties pursuant to under the Credit Documents as security for amended by this Amendment. The parties hereto acknowledge and agree that the Obligations under or with respect amendment of the Credit Agreement pursuant to this Amendment and all other Credit Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) other Credit Documents as in effect prior to the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAmendment No. 4 Effective Date.

Appears in 1 contract

Samples: Credit Agreement (Live Nation Entertainment, Inc.)

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, Lenders or the Administrative Agent or the Collateral Agent or the Administrative Agent, in each case under the Existing Credit Agreement, the Existing Security Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement, the Existing Security Agreement or any other provision of the Existing Credit Document. Each and every termAgreement, condition, obligation, covenant and the Existing Security agreement contained in the Credit Agreement or of any other Credit Document is hereby Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle the Borrower to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Existing Credit Agreement, which shall remain in full force and effect as expressly modified hereby the Existing Security Agreement or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release Credit Document in similar or other discharge of any of the Credit Parties from the Credit Documents. different circumstances. (b) From and after the Amendment No. 3 Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Amended Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the “Credit Agreement” in any other Credit Document shall be deemed a reference to the Existing Credit Agreement shallas amended hereby. (c) From and after the Amendment No. 3 Effective Date, unless expressly provided otherwiseeach reference in the Amended Security Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the “Pledge and Security Agreement” in any other Credit Document shall be deemed a reference to refer to the Existing Security Agreement as amended hereby. (d) From and after the Amendment No. 3 Effective Date, this Amendment shall constitute a “Credit Document” and a “Collateral Document” for all purposes of the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.

Appears in 1 contract

Samples: Term Credit and Guaranty Agreement (QualTek Services Inc.)

Effect of Amendment. (a) On the Amendment Effective Date, the Existing Credit Agreement shall be amended in accordance with this Amendment, and all references to the Existing Credit Agreement in any Loan Document shall be deemed to be references to the Amended Credit Agreement. (b) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of of, or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Agents, the Borrowers or the Administrative Agent, in each case any other Loan Party under the Existing Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby all of which are ratified and re-affirmed in all respects and shall continue in full force and effect effect. Nothing herein shall be deemed to entitle Holdings or the Borrower to any future consent to, or waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement or any other Loan Document in similar or different circumstances. (c) Each of Holdings and the Loan Parties party hereto (the “Reaffirming Parties”) acknowledges receipt of a copy of this Amendment, and (i) hereby consents to the amendments to the Existing Credit Agreement, (ii) hereby confirms and reaffirms its respective guarantees, pledges, grants of security interests and other obligations, as expressly amended hereby. The executionapplicable, delivery under and subject to the terms of each of the Security Documents (each, as defined in the Amended Credit Agreement) (collectively, the “Reaffirmed Documents”) to which it is party, (iii) agrees that, notwithstanding the effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentstransactions contemplated thereby, or constitute a waiver such guarantees, pledges, grants of any provision security interests and other obligations, and the terms of any each of the Credit Documents. This Amendment Reaffirmed Documents to which it is a party and the security interests created thereby, are not impaired or adversely affected in any manner whatsoever and shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall continue to be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect and shall continue to secure all the Obligations (as expressly modified hereby or as provided defined in the exhibits hereto. Nothing implied in Existing Credit Agreement), as amended, increased and/or extended pursuant to this Amendment and (iv) this Amendment shall not evidence or result in a novation of such Obligations or the Reaffirmed Documents. (d) Each of the Loan Parties, on its own behalf and on behalf of its predecessors, successors, legal representatives and assigns (each of the foregoing, collectively, the “Releasing Parties”) hereby acknowledges and stipulates that as of the Amendment Effective Date, none of the Releasing Parties has any claims or causes of action of any kind whatsoever against, or any grounds or cause for reduction, modification, set as aside or subordination of any indebtedness or other obligations owed to or any liens or security interests in favor of the Administrative Agent, the Lenders or any other Secured Party or any of their respective affiliates, officers, directors, employees, agents, attorneys or representatives or against any of their respective predecessors, successors or assigns (each of the foregoing, collectively, the “Released Parties”) (other than such claims or causes of action that arise from the explicit obligations of the Administrative Agent, the Lenders and the other Secured Parties in the Loan Documents (such claims or causes of action, “Surviving Claims”)). In partial consideration for the agreement of the Administrative Agent and the Lenders party hereto to enter into this Amendment, each Releasing Party hereby unconditionally waives and fully and forever releases, remises, discharges and holds harmless the Released Parties from any and all claims, causes of action, demands, liabilities of any kind whatsoever, whether direct or indirect, fixed or contingent, liquidated or unliquidated, disputed or undisputed, known or unknown, which any of the Releasing Parties has or may acquire in the future relating in any way to any event, circumstance, action or failure to act at any time on or prior to the Amendment Effective Date (other document contemplated hereby shall be construed as a than the Surviving Claims), such waiver, release or and discharge being made with full knowledge and understanding of the circumstances and effects of such waiver, release and discharge, and after having consulted legal counsel of its own choosing with respect thereto. This paragraph is in addition to any other discharge release of any of the Credit Released Parties from by the Credit Documents. From Releasing Parties and shall not in any way limit any other release, covenant not to xxx or waiver by the Releasing Parties in favor of the Released Parties. (e) On and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that shall for all obligations of such Credit Party under the Credit Documents to which such Credit Party is purposes constitute a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsLoan Document.

Appears in 1 contract

Samples: Credit Agreement (Revlon Consumer Products Corp)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case the Collateral Trustee or any other Agent under the Credit Agreement or any other Credit DocumentLoan Document and the rights, protections and indemnities afforded the Administrative Agent, the Collateral Trustee or any other Agents under the Loan Documents shall apply to the execution hereof and the transactions contemplated hereunder and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Loan Party reaffirms its obligations under the Loan Documents to which it is party and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any validity of the Credit Documentsguarantees and Liens granted by it pursuant to the Security Documents (including, or constitute a waiver of any provision of any of without limitation, with respect to the Credit DocumentsAmendment No. 3 Additional Revolving Facility Commitments). This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit AgreementAgreement and, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 3 Effective Date, (x) all references to the Credit Agreement or Amended Credit Agreement in any Credit Loan Document and all references in the Credit Agreement or Amended Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each of the Credit Loan Parties hereby (i) consents to this Amendment and Amendment, (ii) confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies Agreement and reaffirms (aiii) agrees that each of the Credit Documents all security interests and guarantees granted by it pursuant to which it is a party has been duly executed any Loan Document shall secure and delivered by such Credit Party extend to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereofObligations (including, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or without limitation, with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all Amendment No. 3 Additional Revolving Facility Commitments). This Amendment shall not constitute a novation of the Obligations; Credit Agreement, any of the Loan Documents or any of the obligations thereunder. The undersigned Required Lenders hereby consent to the execution of this Amendment and (c) direct the Collateral Trustee and the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsexecute this Amendment.

Appears in 1 contract

Samples: Credit Agreement (Jazz Pharmaceuticals PLC)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative Collateral Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement Agreement, or any other Credit Document Loan Document, is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documentseffect. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 3 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each Loan Party hereby acknowledges its receipt of the Credit Parties hereby consents to a copy of this Amendment and confirms that all obligations its review of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply terms and conditions hereof and consents to the Amended Credit Agreementterms and conditions hereof and the transactions contemplated thereby. Each Credit Party Subsidiary Guarantor hereby ratifies and reaffirms (a) affirms and confirms its guarantees and other commitments under the Guarantee Agreement and (b) agrees that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and Guarantee Agreement is in full force and effect as and shall accrue to the benefit of the date hereofSecured Parties to guarantee the Obligations, including the Term B-1 Loans. Each Loan Party hereby (a) affirms and confirms its pledges, grants and other commitments under the Pledge Agreement and (b) its grant agrees that the Pledge Agreement is in full force and effect and shall accrue to the benefit of liens on or security interests in its properties the Secured Parties to secure the Obligations, including the Term B-1 Loans. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment is not intended to constitute a novation of the Credit Agreement or the other Loan Documents as security for the Obligations under or with respect in effect prior to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAmendment No. 3 Effective Date.

Appears in 1 contract

Samples: Credit Agreement (Match Group, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the L/C Issuers, Agent, Co-Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyand each Credit Party reaffirms its obligations under the Loan Documents to which it is party and the grant of its Liens on the Collateral made by it pursuant to the Collateral Documents. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent Lender or the Administrative Agent under any of the Credit Loan Documents, or constitute a waiver of any provision of any of the Credit Loan Documents. This Amendment shall not extinguish the obligations Obligations for the payment of money outstanding under prior to the Credit AgreementRestatement Effective Date. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Original Credit Agreement, which shall remain in full force and effect as expressly effect, except to any extent modified hereby or as provided in the exhibits hereto. Nothing Except as expressly provided in the Credit Agreement, nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Loan Documents. From This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and from and after the Amendment Restatement Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Loan Documents to which such Credit Party is a party shall continue to apply to the Amended Credit AgreementAgreement as amended hereby. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Credit Parties under the Loan Documents, in each case, as amended by this Amendment. Each Credit Party hereby ratifies expressly acknowledges the terms of this Amendment and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect reaffirms, as of the date hereof, (bi) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated hereby, (ii) its guarantee of the Obligations under the Loan Documents and (iii) its grant of liens Liens on or security interests in its properties the Collateral to secure the Obligations under the Loan Documents pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Loan Documents.

Appears in 1 contract

Samples: Credit Agreement (XPO Logistics, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Administrative Agent, the Collateral Agent or the Administrative Agent, in each case Loan Parties under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement (including, as amended by the First Amendment) or any other Credit Loan Document (including the First Amendment) is hereby ratified and re-affirmed reaffirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided nothing herein can or as provided in the exhibits hereto, operate may be construed as a waiver novation thereof. Each Loan Party reaffirms its obligations under the Loan Documents to which it is party and the validity, enforceability and perfection of any right, power or remedy of any Lender, the Liens granted by it pursuant to the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the First Amendment Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Loan Parties hereby consents to this Amendment and confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement, as amended hereby. Each Credit Party Additionally, the Lenders party hereto (such Lenders constituting Required Lenders) hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party consent to the Administrative Agent and to the Lenders and is in full force and effect as terms of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents Agreement (as security for amended by the Obligations under or First Amendment and hereby). The consent of each Tranche A Term Lender, each Revolving Credit Lender and each Lender with respect to any facility under Section 2.14, 2.15 or 2.16 effected after the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, Second Amendment Effective Date to the Collateral Agent and the Lenders are and Release Amendments shall be entitled to all binding upon each of the rights, remedies its successors and benefits provided for in the Credit Documentsassigns.

Appears in 1 contract

Samples: Credit Agreement (Activision Blizzard, Inc.)

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Existing Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Existing Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle the Borrower to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein agreements contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment Existing Credit Agreement or in any other document contemplated hereby shall be construed as a release Loan Document in similar or other discharge of any of the Credit Parties from the Credit Documents. different circumstances. (b) From and after the Eleventh Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Amended Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the Credit Agreement shallAgreement” in any other Loan Document, unless expressly provided otherwise, shall be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect reference to the Amended Credit Agreement and confirms (ii) each reference in any Loan Document to the “Revolving Lenders”, “Revolving Loans”, “Revolving Credit Commitments” or “Revolving Facility” shall be deemed to include the Amendment No. 11 Incremental Revolving Lenders and agrees that such liens and security interests secure all of the Obligations; and Amendment No. 11 Incremental Revolving Commitments, as applicable. (c) This Amendment shall constitute a “Loan Document” for all purposes of the Administrative Agent, the Collateral Agent Amended Credit Agreement and the Lenders are other Loan Documents and shall be entitled deemed to be an “Incremental Facility Amendment” as defined in the Amended Credit Agreement. (d) Each party hereto acknowledges that this Amendment constitutes all notices or requests required under Section 2.22 and/or Section 9.02 of the rights, remedies and benefits provided for in Existing Credit Agreement. (e) This Amendment shall not constitute a novation of the Existing Credit DocumentsAgreement or any other Loan Document.

Appears in 1 contract

Samples: First Lien Credit Agreement (Bowlero Corp.)

Effect of Amendment. (a) Except as expressly set forth hereinherein or in the Amended Credit Agreement, (i) this Amendment No. 5 shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agent under the Original Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Original Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle any Loan Party to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Original Credit Agreement, the Amended Credit Agreement or any other Loan Document in similar or different circumstances. (b) Each Loan Party agrees that (i) all of its obligations, liabilities and indebtedness under any Loan Document to which it is a party, including its guarantee obligations, shall remain in full force and effect on a continuous basis after giving effect to this Amendment No. 5; (ii) all of the Liens and security interests created and arising under such Loan Documents shall remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest shall continue in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, after giving effect to this Amendment No. 5 as expressly modified hereby or as provided collateral security for its obligations, liabilities and indebtedness under the Amended Credit Agreement and for its guarantees in the exhibits hereto. Nothing implied in this Amendment other Loan Documents; and (iii) all Obligations under the Loan Documents are payable or in any other document contemplated hereby shall be construed guaranteed, as a release or other discharge of any applicable, by each of the Loan Parties in accordance with the Amended Credit Parties from Agreement and the Credit other Loan Documents, and each Loan Party unconditionally and irrevocably waives any claim or defense in respect of the Obligations existing on, or arising out of facts occurring at any time on or prior, to the Amendment No. From 5 Effective Date, including, without limitation, any claim or defense based on any right of set-off or counterclaim and hereby ratifies and affirms each and every waiver of claims and defenses granted under the Loan Documents. (c) On and after the Amendment No. 5 Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Original Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the Original Credit Agreement shall, unless expressly provided otherwise, in any other Loan Document shall be deemed to refer a reference to the Amended Credit Agreement. Each This Amendment No. 5 shall constitute a “Loan Document” for all purposes of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all the other Loan Documents. (d) The changes to the definition of “Applicable Margin” in Section 1.1 of the Obligations; Amended Credit Agreement effected pursuant to this Amendment No. 5 shall apply and (c) be effective on and after the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.Amendment No. 5

Appears in 1 contract

Samples: Amendment No. 5 (Worldpay, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement as amended hereby, or any other Credit Document Loan Document, is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documentseffect. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 3 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Loan Parties hereby consents to this Amendment and confirms and reaffirms (i) that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms Agreement as amended hereby, (aii) that each its guaranty of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party Obligations (including obligations in respect to the Administrative Agent Revolving Credit Loans after giving effect to this Amendment under the Guaranty, (iii) its pledges and grants of security interests and Liens on the Collateral to secure the Obligations (including obligations in respect to the Lenders Revolving Credit Loans after giving effect to this Amendment) pursuant to the Collateral Documents and is (iv) such Guarantees, pledges and grants of security interests, as applicable, shall continue to be in full force and effect as and shall continue to inure to the benefit of the date hereof, Lenders (bincluding the Revolving Commitment Increase Lenders) its grant and the other Secured Parties. Neither the modification of liens on or security interests in its properties the Credit Agreement effected pursuant to this Amendment nor the Credit Documents as security for execution, delivery, performance or effectiveness of this Amendment (i) impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document, and such Liens continue unimpaired with the same priority to secure repayment of all Obligations under or with (including obligations in respect to the Amended Revolving Credit Loans after giving effect to this Amendment), whether heretofore or hereafter incurred; or (ii) requires that any new filings be made or other action taken to perfect or to maintain the perfection of such Liens. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) other Loan Documents as in effect prior to the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAmendment No. 3 Effective Date.

Appears in 1 contract

Samples: Credit Agreement (Uniti Group Inc.)

Effect of Amendment. (a) Except as expressly set forth hereinherein or in the Credit Agreement, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Existing Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle the Borrower to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Existing Credit Agreement, which shall remain in full force and effect as expressly modified hereby the Credit Agreement or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release Loan Document in similar or other discharge of any of the Credit Parties from the Credit Documents. From different circumstances. (b) On and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Existing Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof’, “herein”, or words of like import referring import, and each reference to the “Credit Agreement” in any other Loan Document shall be deemed a reference to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreementas amended by this Amendment. Each This Amendment shall constitute a “Loan Document” for all purposes of the Credit Parties hereby consents Agreement and the other Loan Documents. (c) The changes to the definitions of “Available Net Income Basket Amount”, “Available Equity Basket Amount” and “Available Amount” effected pursuant to this Amendment shall apply and confirms that all obligations be effective on and after the Amendment Effective Date. The definitions of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies “Available Net Income Basket Amount” and reaffirms (a) that each “Available Equity Basket Amount” in Section 1.01 of the Existing Credit Documents to which it is a party has been duly executed Agreement shall apply and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security be effective for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agentperiod ending on, but not including, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAmendment Effective Date.

Appears in 1 contract

Samples: Credit Agreement (Cloud Peak Energy Resources LLC)

Effect of Amendment. Except as expressly set forth herein(a) On the Amendment No. 5 Effective Date, the Existing Credit Agreement shall be amended in its entirety in accordance with this Amendment, and the Existing Credit Agreement shall thereafter be of no further force and effect and shall be deemed replaced and superseded in all respects by the Amended Credit Agreement, except for (i) the representations and warranties made by Holdings and the Loan Parties prior to the Amendment No. 5 Effective Date (which representations and warranties made prior to the Amendment No. 5 Effective Date shall not be superseded or rendered ineffective by this Amendment shall not by implication as they pertain to the period prior to the Amendment No. 5 Effective Date) and (ii) any action or otherwise limitomission performed or required to be performed pursuant to the Existing Credit Agreement prior to the Amendment No. 5 Effective Date. For the avoidance of doubt, impair, constitute a waiver any certificate or other document the form of or otherwise affect which is set out in any exhibit attached to the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Existing Credit Agreement or any other Credit DocumentLoan Document may be revised, and (ii) shall not alteras applicable, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. . (b) Each of Holdings and the Credit Loan Parties party hereto (the “Reaffirming Parties”) acknowledges receipt of a copy of this Amendment, and (i) hereby consents to this Amendment the amendments to the Existing Credit Agreement and the Guarantee and Collateral Agreement, (ii) hereby confirms that all obligations and reaffirms its respective guarantees, pledges, grants of such Credit Party security interests and other obligations, as applicable, under and subject to the Credit terms of each of the Security Documents to which such Credit Party is a party shall continue to apply to (each, as defined in the Amended Credit Agreement. Each Credit Party hereby ratifies ) (collectively, the “Reaffirmed Documents”) to which it is party, (iii) agrees that, notwithstanding the effectiveness of this Amendment or any of the transactions contemplated thereby, such guarantees, pledges, grants of security interests and reaffirms (a) that other obligations, and the terms of each of the Credit Reaffirmed Documents to which it is a party has been duly executed and delivered by such Credit Party the security interests created thereby, are not impaired or adversely affected in any manner whatsoever and shall continue to the Administrative Agent and to the Lenders and is be in full force and effect and shall continue to secure all the Obligations (as defined in the Existing Credit Agreement), as amended, increased and/or extended pursuant to this Amendment and (iv) this Amendment shall not evidence or result in a novation of such Obligations or the Reaffirmed Documents. Furthermore, Revlon International Corporation (UK Branch) and Xxxxxxxxx Xxxxx (UK) Ltd hereby confirm that this Amendment was originally contemplated and within the purview of the Existing Credit Agreement and there shall be no grant of new security interest under the Security Documents governed by English law pursuant to this Amendment. In furtherance of the foregoing, each Reaffirming Party (except for Revlon International Corporation (UK Branch) and Xxxxxxxxx Xxxxx (UK) Ltd) does hereby grant to the Administrative Agent a security interest in all Collateral described in any Reaffirmed Document as security for the obligations set out in such Reaffirmed Document, as amended, increased and/or extended pursuant to this Amendment, subject in each case to any applicable limitations set forth in any such Reaffirmed Document. (c) Each of the Loan Parties, on its own behalf and on behalf of its predecessors, successors, legal representatives and assigns (each of the foregoing, collectively, the “Releasing Parties”) hereby acknowledges and stipulates that as of the date hereofAmendment No. 5 Effective Date, (b) its grant none of the Releasing Parties has any claims or causes of action of any kind whatsoever against, or any grounds or cause for reduction, modification, set as aside or subordination of any indebtedness or other obligations owed to or any liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all favor of the Obligations; and (c) the Administrative Agent, the Collateral Agent Consenting Lenders, the Swingline Lender, any Local Fronting Lender, any Issuing Lender or any other Secured Party or any of their respective affiliates, officers, directors, employees, agents, attorneys or representatives or against any of their respective predecessors, successors or assigns (each of the foregoing, collectively, the “Released Parties”) (other than such claims or causes of action that arise from the explicit obligations of the Administrative Agent, the Consenting Lenders, the Swingline Lender, the Local Fronting Lenders, the Issuing Lenders and the Lenders are other Secured Parties in the Loan Documents (such claims or causes of action, “Surviving Claims”)). In partial consideration for the agreement of the Administrative Agent, the Consenting Lenders, the Swingline Lender, any Local Fronting Lender and any Issuing Lender party hereto to enter into this Amendment, each Releasing Party hereby unconditionally waives and fully and forever releases, remises, discharges and holds harmless the Released Parties from any and all claims, causes of action, demands, liabilities of any kind whatsoever, whether direct or indirect, fixed or contingent, liquidated or unliquidated, disputed or undisputed, known or unknown, which any of the Releasing Parties has or may acquire in the future relating in any way to any event, circumstance, action or failure to act at any time on or prior to the Amendment No. 5 Effective Date (other than the Surviving Claims), such waiver, release and discharge being made with full knowledge and understanding of the circumstances and effects of such waiver, release and discharge, and after having consulted legal counsel of its own choosing with respect thereto. This paragraph is in addition to any other release of any of the Released Parties by the Releasing Parties and shall be entitled not in any way limit any other release, covenant not to all xxx or waiver by the Releasing Parties in favor of the rightsReleased Parties. (d) On and after the Amendment No. 5 Effective Date, remedies and benefits provided this Amendment shall for in the Credit Documentsall purposes constitute a Loan Document.

Appears in 1 contract

Samples: Asset Based Revolving Credit Agreement (Revlon Consumer Products Corp)

Effect of Amendment. This Amendment shall constitute an Incremental Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Original Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any and each other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Loan Party reaffirms its obligations under the Loan Documents to which it is party and effectiveness reaffirms and confirms the validity of this Amendment shall not, except as expressly provided herein or as provided in its guarantees pursuant to the exhibits hereto, operate as a waiver Guaranty and its grant of any right, power or remedy of any Lender, Liens to secure the Collateral Agent or Secured Obligations pursuant to the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Loan Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit AgreementAgreement and, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Amendment No. 1 Effective Date, (x) all references to the Original Credit Agreement or Amended Credit Agreement in any Credit Loan Document and all references in the Original Credit Agreement or Amended Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Original Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each of the Credit Loan Parties hereby (i) consents to this Amendment and Amendment, (ii) confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that including in each of the Credit Documents to which it is a party has been duly executed and delivered by case, such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties obligations pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and (iii) agrees that such liens and all security interests granted by it pursuant to any Loan Document shall secure all the Obligations (including without limitation, the Incremental Term B-1 Loans). Neither the modification of the Obligations; and (c) Original Credit Agreement effected pursuant to this Amendment nor the Administrative Agentexecution, the Collateral Agent delivery, performance or effectiveness of this Amendment and the Lenders are and shall be entitled to all Amended Credit Agreement impairs the validity, effectiveness or priority of the rightsLiens granted pursuant to any Loan Document, remedies and benefits provided for in such Liens continue unimpaired with the Credit Documentssame priority to secure repayment of all Secured Obligations, whether heretofore or hereafter incurred.

Appears in 1 contract

Samples: Credit Agreement (Horizon Pharma PLC)

Effect of Amendment. Except as expressly set forth herein, this Amendment (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyand each Loan Party reaffirms its obligations under the Loan Documents to which it is party and the grant of its Liens on the Collateral made by it pursuant to the Security Documents. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent Lender or the Administrative Agent under any of the Credit Loan Documents, or constitute a waiver of any provision of any of the Credit Loan Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly effect, except to any extent modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Loan Parties from the Credit Loan Documents. From This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and from and after the Amendment No. 2 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Loan Parties hereby consents to this Amendment and confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsas amended hereby.

Appears in 1 contract

Samples: Credit Agreement (Ducommun Inc /De/)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each of the parties hereto acknowledges and every termagrees that the terms of this Amendment do not constitute a novation and, conditionexcept as amended hereby, obligation, covenant and agreement contained in the Credit Agreement or any and the other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which Loan Documents shall remain in full force and effect as expressly modified hereby or as provided in the exhibits heretoeffect. Nothing implied in this This Amendment or in any other document contemplated hereby shall be construed as constitute a release or other discharge of any Loan Document for purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 2 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Parties The Borrower hereby consents to this Amendment and confirms that all obligations of such Credit Party the Borrower under the Credit Loan Documents to which such Credit Party it is a party shall continue to apply to the Amended Credit AgreementAgreement as amended hereby. Each Credit Loan Party hereby ratifies and reaffirms (ai) that each acknowledges all of the Credit terms and conditions of this Amendment and confirms that all of its obligations under the Loan Documents to which it is a party has been duly executed and delivered by such Credit Party shall continue to apply to the Administrative Agent and to the Lenders and is in full force and effect Credit Agreement as amended hereby, (ii) reaffirms, as of the date hereof, (b) its guarantee of the Obligations under the Subsidiary Guarantee Agreement, and its grant of liens Liens on or security interests in its properties the Collateral to secure the Obligations pursuant to the Credit Security Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentswhich it is a party.

Appears in 1 contract

Samples: Credit Agreement (Adient PLC)

Effect of Amendment. (a) On and after the date hereof, each reference in the Existing First Lien Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Existing First Lien Credit Agreement, and each reference in the other Loan Documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Existing First Lien Credit Agreement, mean and are a reference to the Existing First Lien Credit Agreement as modified by this Amendment. (b) Except as expressly set forth hereinamended hereby, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies all of the Lenders, terms and provisions of the Collateral Agent or the Administrative Agent, in each case under the Existing First Lien Credit Agreement or any and all other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects Loan Documents are and shall continue remain in full force and effect and are hereby ratified and confirmed. In furtherance of the foregoing, each of the Loan Parties party hereto hereby irrevocably and unconditionally ratifies its grant of security interest and pledge under the Security Agreement and each Loan Document and confirms that the liens, security interests and pledges granted thereunder continue to secure the Obligations, including, without limitation, any additional Obligations resulting from or incurred pursuant to this Amendment. (c) Each of the Loan Parties as expressly amended hereby. debtor, grantor, mortgagor, pledgor, guarantor, assignor, or in other any other similar capacity in which such Loan Party grants liens or security interests in its property or otherwise acts as accommodation party, guarantor or indemnitor, as the case may be, hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Collateral Agreement) and confirms that such liens and security interests continue to secure the Obligations under the Loan Documents, in each case subject to the terms thereof, and (iii) in the case of each Guarantor, ratifies and reaffirms its guaranty of the Obligations pursuant to the Loan Documents The execution, delivery and effectiveness execution of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, not operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsor Lenders, or constitute a waiver of any provision of any of the Loan Documents or serve to effect a novation of the Obligations. (d) The execution, delivery and performance of this Amendment shall not constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under, the Existing First Lien Credit Agreement, the Amended First Lien Credit Agreement or any of the other Loan Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to be a Loan Document as defined in the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Existing First Lien Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Amended First Lien Credit DocumentsAgreement.

Appears in 1 contract

Samples: First Lien Credit Agreement (Franchise Group, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative L/C Issuers, Agent, Co-Collateral Agents in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyand each Credit Party reaffirms its obligations under the Loan Documents to which it is party and the grant of its Liens on the Collateral made by it pursuant to the Collateral Documents. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent Lender or the Administrative Agent under any of the Credit Loan Documents, or constitute a waiver of any provision of any of the Credit Loan Documents. This Amendment shall not extinguish the obligations Obligations for the payment of money outstanding under prior to the Credit AgreementAmendment Effective Date. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly effect, except to any extent modified hereby or as provided in the exhibits hereto. Nothing Except as expressly provided in the Credit Agreement, nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Loan Documents. From This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and from and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Loan Documents to which such Credit Party is a party shall continue to apply to the Amended Credit AgreementAgreement as amended hereby. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Credit Parties under the Loan Documents, in each case, as amended by this Amendment. Each Credit Party hereby ratifies expressly acknowledges the terms of this Amendment and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect reaffirms, as of the date hereof, (bi) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated hereby, (ii) its guarantee of the Obligations under the Loan Documents and (iii) its grant of liens Liens on or security interests in its properties the Collateral to secure the Obligations under the Loan Documents pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Loan Documents.

Appears in 1 contract

Samples: Revolving Loan Credit Agreement (XPO Logistics, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionWithout limiting the foregoing, delivery Holdings and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as Borrower and each other Loan Party acknowledges and agrees that (A) each Loan Document to which it is a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which party is hereby confirmed and ratified and shall remain in full force and effect as expressly modified hereby or as provided according to its respective terms (in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any case of the Credit Parties Agreement, as amended hereby) and (B) the Collateral Documents do, and all of the Collateral does, and in each case shall continue to, secure the payment of all of its Obligations (including, for the avoidance of doubt, Obligations under the Incremental Term Loan) on the terms and conditions set forth in the Collateral Documents, and hereby confirms and, to the extent necessary, ratifies the security interests granted by it pursuant to the Collateral Documents to which it is a party and (ii) each Guarantor #93779882v13 hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Guaranty with respect to all of its Obligations (including, for the avoidance of doubt, Obligations under the Incremental Term Commitments established on the Amendment No. 3 Effective Date). THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. This Amendment shall constitute a Loan Document, and the provisions of Sections 11.15, 11.16(b) and 11.17 shall be deemed incorporated herein mutatis mutandis, and from the Credit Documents. From and after the Amendment No. 3 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsas amended by this Amendment.

Appears in 1 contract

Samples: Credit Agreement (Dun & Bradstreet Holdings, Inc.)

Effect of Amendment. This Amendment shall constitute a Refinancing Amendment. This Amendment shall not constitute a novation of the Credit Agreement or any of the Loan Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any and each other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Loan Party reaffirms its obligations under the Loan Documents to which it is party and effectiveness reaffirms and confirms the validity of this Amendment shall not, except as expressly provided herein or as provided in its guarantees pursuant to the exhibits hereto, operate as a waiver Guaranty and its grant of any right, power or remedy of any Lender, Liens to secure the Collateral Agent or Secured Obligations pursuant to the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Loan Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit AgreementAgreement and, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 2 Effective Date, (x) all references to the Credit Agreement or Amended Credit Agreement in any Credit Loan Document and all references in the Credit Agreement or Amended Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each of the Credit Loan Parties hereby (i) consents to this Amendment and Amendment, (ii) confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that including in each of the Credit Documents to which it is a party has been duly executed and delivered by case, such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties obligations pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms (iii) reaffirms its prior grant and validity of the security interests pursuant to any Loan Document and agrees that all such liens and security interests shall secure all the Secured Obligations (including without limitation, the Second Amendment Refinancing Term Loans). Neither the modification of the Obligations; Credit Agreement effected pursuant to this Amendment nor the execution, delivery, performance or effectiveness of this Amendment and the Amended Credit Agreement impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document, and after giving effect to this Amendment, such Liens continue unimpaired with the same priority to secure repayment of all Secured Obligations (c) the Administrative Agentincluding without limitation, the Collateral Agent and the Lenders are and shall be entitled to all of the rightsSecond Amendment Refinancing Term Loans), remedies and benefits provided for in the Credit Documentswhether heretofore or hereafter incurred.

Appears in 1 contract

Samples: Credit Agreement (Horizon Pharma PLC)

Effect of Amendment. (a) The parties hereto agree that, on the Amendment Closing Date, the following transactions shall be deemed to occur automatically, without further action by any party hereto: (i) all Obligations under the Credit Agreement outstanding on the Amendment Closing Date shall in all respects be continuing and shall be deemed to be Obligations outstanding under the Credit Agreement as amended hereby and (ii) the Guaranties made to the Lenders, the Swap Banks and the Treasury Management Banks pursuant to the Credit Agreement shall remain in full force and effect with respect to the Obligations and are hereby reaffirmed. The parties hereto further acknowledge and agree that this Agreement constitutes an amendment to the Credit Agreement made under and in accordance with the terms of Section 11.01 of the Credit Agreement. (b) Except as expressly set forth herein, (i) this Amendment Agreement shall not by implication or otherwise limit, impair, constitute a waiver of of, or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Administrative Agents, the L/C Issuers or the Administrative Agent, in each case Swing Line Lenders under the Credit Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, conditionall of which, obligationas amended, covenant and agreement contained in the Credit Agreement supplemented or any other Credit Document is hereby otherwise modified hereby, are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle any Credit Party to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the terms, conditions, obligations, covenants or agreements contained in the Credit Documents, Agreement or any other Credit Document in similar or different circumstances. This Agreement shall constitute a waiver Credit Document. (c) For the avoidance of any provision doubt, it is understood and agreed that the Revolving Commitment of any UMB Bank, N.A. is terminated as of the Amendment Closing Date and replaced in full with Revolving Commitments of other Lenders. It is understood and agreed that UMB Bank, N.A. shall not be a Lender under the Credit Agreement as of the Amendment Closing Date. (d) Except as expressly modified and amended in this Agreement, all of the terms, provisions and conditions of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which Documents shall remain unchanged and in full force and effect as expressly modified hereby effect. The Credit Documents and any and all other documents heretofore, now or as provided in hereafter executed and delivered pursuant to the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any terms of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references Agreement are hereby amended so that any reference to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring shall mean a reference to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsamended hereby.

Appears in 1 contract

Samples: Credit Agreement (Graybar Electric Co Inc)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the L/C Issuers, Agent, Co-Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyand each Credit Party reaffirms its obligations under the Loan Documents to which it is party and the grant of its Liens on the Collateral made by it pursuant to the Collateral Documents. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent Lender or the Administrative Agent under any of the Credit Loan Documents, or constitute a waiver of any provision of any of the Credit Loan Documents. This Amendment shall not extinguish the obligations Obligations for the payment of money outstanding under prior to the Credit AgreementSecond Restatement Effective Date. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Original Credit Agreement, which shall remain in full force and effect as expressly effect, except to any extent modified hereby or as provided in the exhibits hereto. Nothing Except as expressly provided in the Credit Agreement, nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Loan Documents. From This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and from and after the Amendment Second Restatement Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Loan Documents to which such Credit Party is a party shall continue to apply to the Amended Credit AgreementAgreement as amended hereby. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Credit Parties under the Loan Documents, in each case, as amended by this Amendment. Each Credit Party hereby ratifies expressly acknowledges the terms of this Amendment and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect reaffirms, as of the date hereof, (bi) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated hereby, (ii) its guarantee of the Obligations under the Loan Documents and (iii) its grant of liens Liens on or security interests in its properties the Collateral to secure the Obligations under the Loan Documents pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Loan Documents.

Appears in 1 contract

Samples: Credit Agreement (XPO Logistics, Inc.)

Effect of Amendment. This Amendment shall constitute an Incremental Amendment. This Amendment shall not constitute a novation of the Credit Agreement or any of the Loan Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any and each other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Loan Party reaffirms its obligations under the Loan Documents to which it is party and effectiveness reaffirms and confirms the validity of this Amendment shall not, except as expressly provided herein or as provided in its guarantees pursuant to the exhibits hereto, operate as a waiver Guaranty and its grant of any right, power or remedy of any Lender, Liens to secure the Collateral Agent or Secured Obligations pursuant to the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Loan Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit AgreementAgreement and, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 9 Effective Date, (x) all references to the Credit Agreement or Amended Credit Agreement in any Credit Loan Document and all references in the Credit Agreement or Amended Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each of the Credit Loan Parties hereby (i) consents to this Amendment and Amendment, (ii) confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that including in each of the Credit Documents to which it is a party has been duly executed and delivered by case, such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties obligations pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms (iii) reaffirms its prior grant and validity of the security interests pursuant to any Loan Document and agrees that all such liens and security interests shall secure all the Secured Obligations (including without limitation, the Incremental Term B-2 Loans). Neither the modification of the Obligations; Credit Agreement effected pursuant to this Amendment nor the execution, delivery, performance or effectiveness of this Amendment and the Amended Credit Agreement impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document, and after giving effect to this Amendment, such Liens continue unimpaired with the same priority to secure repayment of all Secured Obligations (c) the Administrative Agentincluding without limitation, the Collateral Agent and the Lenders are and shall be entitled to all of the rightsIncremental Term B-2 Loans), remedies and benefits provided for in the Credit Documentswhether heretofore or hereafter incurred.

Appears in 1 contract

Samples: Credit Agreement (Horizon Therapeutics Public LTD Co)

Effect of Amendment. Except (a) On and after the Amendment Effective Date, each reference in any Loan Document (other than this Amendment) to the Credit Agreement shall mean and be a reference to the Credit Agreement as amended by this Amendment. (b) This Amendment shall constitute a Loan Document for all purposes of the Credit Agreement. The Obligors party hereto agree that all of the representations, warranties, terms, covenants, conditions and other provisions of the Credit Agreement and other Loan Documents shall, except as expressly set forth hereinin this Amendment, (i) this Amendment remain unchanged and shall continue to be, and shall remain, in full force and effect in accordance with their respective terms. The amendments, waivers, consents and modifications set forth herein shall be limited precisely as provided for herein to the provisions expressly amended herein or otherwise modified, waived or consented to hereby and shall not by implication be deemed to be an amendment to, waiver of, consent to or otherwise limit, impair, constitute a waiver modification of any other term or otherwise affect the rights and remedies provision of the Lenders, Credit Agreement or any other Loan Document or of any transaction or further or future action on the Collateral Agent part of any Obligor which would require the consent of the Lenders or the Administrative Agent, in each case Agent under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in a waiver of any way affect Default or Event of Default or non-compliance with any of the terms, conditions, obligations, covenants term or agreements condition contained in the Credit Agreement or any other Credit DocumentAgreement. Each and every termExcept as expressly set forth in this Amendment, condition, obligation, covenant and agreement contained in the Credit Agreement or any and the other Credit Document is hereby ratified and re-affirmed in all respects Loan Documents are and shall continue to be in full force and effect as expressly amended hereby. and are hereby in all respects ratified and confirmed. (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits heretoherein, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent any Lender under any of the Credit DocumentsLoan Document or applicable Law, or nor constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless except as expressly provided otherwise, be deemed to refer to the Amended Credit Agreementset forth herein. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.SECTION

Appears in 1 contract

Samples: Credit Agreement (Xeris Biopharma Holdings, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Document, ; provided that each Lender party hereto waives its right to reimbursement under Section 3.05 of the Amended Credit Agreement solely as it relates to any prepayment of any Loan on the Amendment No. 7 Effective Date and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement Agreement, after giving effect to this Amendment or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Credit Party reaffirms its obligations under the Credit Documents to which it is party and effectiveness the validity of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Liens granted by it pursuant to the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations constitute a Credit Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 7 Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby (i) consents to this Amendment and Amendment, (ii) confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Agreement as amended hereby and (iii) agrees that all security interests granted by it pursuant to any Credit Party hereby ratifies and reaffirms Document (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereofwhether before, (b) its grant of liens on or security interests in its properties pursuant after the Amendment No. 7 Effective Date) shall secure (and continue to secure) the Obligations under the Credit Documents as security for amended by this Amendment. The parties hereto acknowledge and agree that the Obligations under or with respect amendment of the Credit Agreement pursuant to this Amendment and all other Credit Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) other Credit Documents as in effect prior to the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAmendment No. 7 Effective Date.

Appears in 1 contract

Samples: Credit Agreement (Live Nation Entertainment, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Document, ; and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of either such agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement Agreement, after giving effect to this Amendment or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Credit Party reaffirms its obligations under the Credit Documents to which it is party and effectiveness the validity of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Liens granted by it pursuant to the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations constitute a Credit Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 9 Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby (i) consents to this Amendment and Amendment, (ii) confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Agreement as amended hereby and (iii) agrees that all security interests granted by it pursuant to any Credit Party hereby ratifies and reaffirms Document (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereofwhether before, (b) its grant of liens on or security interests in its properties pursuant after the Amendment No. 9 Effective Date) shall secure (and continue to secure) the Obligations under the Credit Documents as security for amended by this Amendment. The parties hereto acknowledge and agree that the Obligations under or with respect amendment of the Credit Agreement pursuant to this Amendment and all other Credit Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) other Credit Documents as in effect prior to the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAmendment No. 9 Effective Date.

Appears in 1 contract

Samples: Credit Agreement (Live Nation Entertainment, Inc.)

Effect of Amendment. Except The parties hereto agree as expressly set forth herein, follows: (ia) this This Amendment shall not by implication constitute an amendment or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies consent to any provision of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Existing Credit Agreement or any other Credit Document, Loan Document not expressly referred to herein and (ii) shall not alterbe construed as an amendment, modifywaiver or consent to any action on the part of a Borrower that would require an amendment, amend waiver or in any way affect consent of the Administrative Agent or the Lenders under any of the termsLoan Documents except as expressly stated herein. Except as expressly amended hereby, conditions, obligations, covenants or agreements contained in the provisions of the Existing Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects Loan Documents shall remain unchanged and shall continue to be, and shall remain, in full force and effect as expressly amended herebyin accordance with their respective terms. The executionIt is the intent of the parties hereto, delivery and effectiveness of the parties hereto agree, that this Amendment shall notnot constitute a novation of the Existing Credit Agreement, except as expressly provided herein any other Loan Document or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsrights, obligations or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From liabilities thereunder. (b) On and after the First Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Existing Credit Agreement to “this Agreement,” “hereunder,” “hereof,” “herein,” or words of like import referring import, and each reference to the Existing Credit Agreement shall, unless expressly provided otherwise, in any other Loan Document shall be deemed to refer a reference to the Amended Existing Credit Agreement as amended hereby. This Amendment, executed pursuant to the Existing Credit Agreement. Each , shall constitute a “Loan Document” for all purposes of the Existing Credit Agreement and the other Loan Documents and shall be construed, administered and applied in accordance with all of the terms and provisions of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and . (c) the Administrative AgentThis Amendment constitutes a Revolving Increase Amendment, the Collateral Agent and the Lenders are and First Amendment Effective Date shall be entitled to all a Revolving Increase Closing Date for the purposes of Section 2.20 of the rights, remedies and benefits provided for in the Existing Credit DocumentsAgreement.

Appears in 1 contract

Samples: Credit Agreement (Seagate Technology PLC)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent, any other Agent or the Administrative AgentIssuing Lenders, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of any such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as effect. Each Loan Party hereby expressly amended hereby. The execution, delivery and effectiveness acknowledges the terms of this Amendment shall notand reaffirms, except as expressly provided herein or of the date hereof, (i) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as provided in effect immediately after giving effect to this Amendment and the exhibits heretotransactions contemplated hereby and (ii) its guarantee of the Obligations (including, operate without limitation, in respect of the Tranche A-3 Term Loans and the Tranche B-2 Term Loans) under the Guaranty, as a waiver applicable, and its grant of any right, power or remedy of any Lender, Liens on the Collateral Agent or to secure the Administrative Agent under any Obligations (including, without limitation, in respect of the Credit Documents, or constitute a waiver of any provision of any of Tranche A-3 Term Loans and the Credit Tranche B-2 Term Loans) pursuant to the Security Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 2 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Loan Parties hereby consents to this Amendment and confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsas amended hereby.

Appears in 1 contract

Samples: Credit Agreement (Davita Inc)

AutoNDA by SimpleDocs

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of of, or otherwise affect the rights and remedies of the Lendersof, the Collateral Agent Purchasers or the Administrative Agent, in each case Agents under the Credit Note Purchase Agreement or any other Credit Note Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Note Purchase Agreement or any other Credit Note Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery parties hereto acknowledge and effectiveness agree that the amendment of the Note Purchase Agreement pursuant to this Amendment and all other Note Documents amended and/or executed and delivered in connection herewith shall notnot constitute a novation of the Note Purchase Agreement and the other Note Documents as in effect prior to the First Amendment Effective Date. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Note Purchase Agreement or entitle any Note Party to a consent to, except as expressly provided herein or as provided in the exhibits heretoa waiver, operate as a waiver of any rightamendment, power modification or remedy of any Lenderother change of, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of agreements contained in the Note Purchase Agreement or any provision of any of the Credit Documentsother Note Document in similar or different circumstances. This Amendment shall not extinguish apply to and be effective only with respect to the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation provisions of the obligations outstanding under Note Purchase Agreement and the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From Note Documents specifically referred to herein. (b) On and after the First Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Amended Note Purchase Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein” or words of like import, and each reference to the Note Purchase Agreement, “thereunder”, “thereof”, “therein” or words of like import referring to the Credit Agreement shallin any other Note Document, unless expressly provided otherwise, shall be deemed to refer a reference to the Amended Credit Note Purchase Agreement. Each This Amendment shall constitute a “Note Document” for all purposes of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Note Purchase Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit other Note Documents.

Appears in 1 contract

Samples: Note Purchase Agreement (Vacasa, Inc.)

Effect of Amendment. Except This Amendment to the Agreement shall be effective and the Agreement shall be deemed to be modified and amended in accordance herewith upon the occurrence of (a) the prior written notice to the Rating Agencies of this Amendment pursuant to Section 12.01 of the Agreement and (b) the receipt by the Owner Trustee of an Opinion of Counsel that this Amendment does not adversely affect in any material respects the interests of the Hedge Providers, or any Noteholder or Certificateholder and will not cause the Issuing Entity to be subject to an entity-level tax for federal income tax purposes. This Amendment, once effective, shall be effective as expressly of the date first set forth hereinabove. Notwithstanding the amendments to Exhibit A and Exhibit E, it will not be necessary to amend the presently outstanding Trust Certificate or Class C Certificate, it being understood that (i) the Certificateholder agreed to such modification by signing this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Document, and (ii) all future Trust Certificates and Class C Certificates will include the language in Exhibit A and Exhibit E, respectively, as modified. The Depositor shall not altergive prompt written notice to the Certificateholders, modifyIndenture Trustee, amend or in any way affect any the Hedge Providers and each of the termsRating Agencies of this Amendment pursuant to Section 12.01 of the Agreement. The respective rights, conditionslimitations, obligations, covenants or agreements contained duties, liabilities and immunities of the Depositor, the Owner Trustee, the Indenture Trustee, the Issuing Entity, the Hedge Providers, the Sponsor, the Servicer, the Custodian, the Co-Trustee, each of the Noteholders and the Certificateholders shall hereafter be determined, exercised and enforced subject in all respects to such modifications and amendments, and all the Credit terms and conditions of this Amendment shall be and be deemed to be part of the terms and conditions of the Agreement or for any other Credit Documentand all purposes. Each and every termThe Agreement, conditionas amended hereby, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed confirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsrespects.

Appears in 1 contract

Samples: Trust Agreement (NovaStar Mortgage Funding Trust, Series 2006-1)

Effect of Amendment. (a) Each reference that is made in the Credit Agreement or any Credit Document to the “Credit Agreement” shall hereafter be construed as a reference to the Credit Agreement as amended hereby, Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or any other Credit Document is hereby Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The executioneffect. (b) By executing and delivering a copy hereof, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the each Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties Party hereby consents to this Amendment and confirms that all obligations of such the transactions contemplated hereby and each U.S. Credit Party hereby confirms its respective guarantees, pledges and grants of security interests, and other obligations, as applicable, under and subject to the terms of each of the Credit Documents to which it is party, and agrees that, notwithstanding the effectiveness of this Amendment, such Credit Party is a party shall continue to apply to guarantees, pledges and grants of security interests, and other obligations, and the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that terms of each of the Credit Documents to which it is a party, shall continue to be in full force and effect, including to secure the Obligations (including, without limitation, the Tranche B-1 Dollar Term Loans and the Tranche B-1 Euro Term Loans). For the avoidance of doubt, on and after the Amendment No. 2 Effective Date, this Amendment shall for all purposes constitute a Credit Document. (c) Each Additional Tranche B-1 Dollar Term Loan Lender party hereto and each Additional Tranche B-1 Euro Term Loan Lender party hereto (i) confirms that it has been duly executed received a copy of the Credit Agreement, this Amendment and delivered by the other Credit Documents, together with such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment; (ii) agrees that it will, independently and without reliance upon any Agent or any Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Party Agreement; (iii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement and the other Credit Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers and to the Lenders discretion as are reasonably incidental thereto; and is (iv) agrees that it will perform in full force and effect as accordance with their terms all of the date hereofobligations which by the terms of the Credit Agreement are required to be performed by it as a Lender. Upon the Amendment No. 2 Effective Date, (b) each undersigned Additional Tranche B-1 Dollar Term Loan Lender and each undersigned Additional Tranche B-1 Euro Term Loan Lender shall become a Lender under the Credit Agreement and shall have the respective Additional Tranche B-1 Dollar Term Loan Commitment set forth next to its grant of liens name on the Tranche B-1 Dollar Term Loan Allocation Schedule or security interests in the respective Additional Tranche B-1 Euro Term Loan Commitment set forth next to its properties name on the Tranche B-1 Euro Term Loan Allocation Schedule, as applicable. In addition, if an Initial Term Loan Lender has exercised its “Cashless Settlement Option” or the “Post-Closing Settlement Option” pursuant to its Consent to Amendment No. 2, the amount of such Initial Term Loan Lender’s participation in the Tranche B-1 Dollar Term Loans or Tranche B-1 Euro Term Loans, as the case may be, may be less than 100% of the principal amount of such Initial Term Loan Lender’s Tranche B-1 Dollar Term Loans or Tranche B-1 Euro Term Loans, as the case may be, based on the Amendment No. 2 Arrangers’ allocation of the Tranche B-1 Dollar Term Loans and Tranche B-1 Euro Term Loans. (d) The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Credit Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and the other Credit Documents as security for the Obligations under or with respect in effect prior to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAmendment No. 2 Effective Date.

Appears in 1 contract

Samples: Credit Agreement (Gardner Denver Holdings, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Loan Party reaffirms its obligations under the Loan Documents to which it is party and effectiveness the validity of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Liens granted by it pursuant to the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 5 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Loan Parties hereby (i) consents to this Amendment and the Additional Term B-2 Joinder Agreement, (ii) confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party Agreement as amended hereby ratifies and by the Additional Term B-2 Joinder Agreement (iii) confirms and reaffirms (a) that each its Guarantee of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is Obligations (including obligations in full force and effect as respect of the date hereof, Term B-2 Loans after giving effect to this Amendment) and (biv) its grant of liens on or agrees that all security interests in its properties granted by it pursuant to any Loan Document shall secure the Credit Documents Agreement as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent amended by this Amendment and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAdditional Term B-2 Joinder Agreement.

Appears in 1 contract

Samples: Credit Agreement (Container Store Group, Inc.)

Effect of Amendment. Except as expressly set forth herein(a) On and after the Second Amendment Effective Date, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies obligations of the Lenders, parties to the Collateral Agent or the Administrative Agent, in each case under the Existing Credit Agreement or any other shall be governed by the Amended and Restated Credit DocumentAgreement, it being understood that those rights and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained obligations that are specified in the Existing Credit Agreement or any other Credit Document. as surviving a termination of that agreement shall survive in accordance with their respective terms and without prejudice and remain in full force and effect. (b) Each and every term, condition, obligation, covenant and agreement contained in the Existing Credit Agreement (as amended pursuant to this Amendment) or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided nothing herein can or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall may be construed as a substitution or novation thereof. Each Loan Party reaffirms its obligations under the Loan Documents to which it is party and the validity, enforceability and perfection of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references Liens granted by it pursuant to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementSecurity Documents. Each of the Credit Loan Parties hereby consents to this Amendment and confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended and Restated Credit Agreement. Each Credit Party hereby ratifies The parties hereto acknowledge and reaffirms (a) agree that each the amendment and restatement of the Existing Credit Agreement (as amended pursuant to Section 3 of this Amendment) pursuant to this Amendment and all other Loan Documents to which it is a party has been duly amended and/or executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as connection herewith shall not constitute a novation of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Existing Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and other Loan Documents as in effect prior to the Second Amendment Effective Date. (c) the Administrative Agent, the Collateral Agent and the Lenders are and This Amendment shall be entitled to all constitute a Loan Document for purposes of the rights, remedies Amended and benefits provided for in the Restated Credit DocumentsAgreement.

Appears in 1 contract

Samples: First Lien Credit Agreement (Atkore International Group Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any As of the Credit Documents, or constitute a waiver of any provision of any of the Credit DocumentsAmendment No. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective 2 Funding Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof,” “herein,” or words of like import referring import, and each reference in the other Loan Documents to the Credit Agreement shall(including, unless expressly provided otherwisewithout limitation, by means of words like “thereunder,” “thereof” and words of like import), shall mean and be a reference to the Credit Agreement as amended hereby, and this Amendment and the Credit Agreement shall be read together and construed as a single instrument. This Amendment shall constitute a Loan Document. The parties hereto hereby consent to the incurrence of the Replacement Term B-2 Loans and the Incremental Term B-2 Loans upon the terms and subject to the conditions set forth herein. Upon the Amendment No. 2 Effective Date, all conditions and requirements set forth in the Credit Agreement or the other Loan Documents relating to the effectiveness of this Amendment shall be deemed to refer satisfied and, upon the Amendment No. 2 Funding Date, (i) all conditions and requirements set forth in the Credit Agreement or the other Loan Documents relating to the Amended Credit Agreement. Each incurrence of the Replacement Term B-2 Loans and the Incremental Term B-2 Loans shall be deemed satisfied and (ii) the incurrence of the Replacement Term B-2 Loans and the Incremental Term B-2 Loans shall be deemed arranged and consummated in accordance with the terms of the Credit Parties hereby consents to this Agreement and the other Loan Documents; provided that if the Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply No. 2 Funding Date does not occur on or prior to the Amended Credit Agreementdate that is sixty (60) days after the Amendment No. Each Credit Party hereby ratifies 2 Effective Date, this Amendment, and reaffirms (a) that the agreements of each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date parties hereunder (other than Section 7 hereof), (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsautomatically terminated without any further effect.

Appears in 1 contract

Samples: Amendment No. 2 (JELD-WEN Holding, Inc.)

Effect of Amendment. (a) Except as expressly set forth hereinin this Fourth Amendment or in the Credit Agreement, (i) this Fourth Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery and effectiveness Without limiting the generality of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lenderforegoing, the Collateral Agent Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents (including all 2020 New Refinancing Term B Loans and the 2020 Converted Refinancing Term B Loans), in each case, as amended by this Fourth Amendment. Nothing herein shall be deemed to entitle the Borrower to a consent to, or the Administrative Agent under a waiver, amendment, modification or other change of, any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution Agreement or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release Loan Document in similar or other discharge of any of the Credit Parties from the Credit Documents. From different circumstances. (b) On and after the Fourth Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the Credit Agreement shallin any other Loan Document, unless expressly provided otherwise, in each case shall be deemed to refer a reference to the Amended Credit AgreementAgreement as modified by this Fourth Amendment. Each This Fourth Amendment shall constitute a “Loan Document” for all purposes of the Credit Parties hereby consents to this Amendment Agreement and confirms that all obligations of such Credit Party under the other Loan Documents. (c) This Fourth Amendment, the Credit Agreement and the other Loan Documents to which such Credit Party is a party shall continue to apply to constitute the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of entire agreement among the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or parties hereto with respect to the Amended Credit Agreement subject matter hereof and confirms thereof and agrees that such liens supersede all other prior agreements and security interests secure all understandings, both written and verbal, among the parties hereto with respect to the subject matter hereof. (d) This Fourth Amendment may not be amended, modified or waived except in accordance with Section 10.01 of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAgreement.

Appears in 1 contract

Samples: Credit Agreement (Michaels Companies, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Administrative Agent, the Collateral Agent Agent, the Sustainability Structuring Agent, the Swing Line Lender or the Administrative AgentL/C Issuer, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or any other Loan Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documentseffect. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment Effective Dateeffective date hereof, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Parties The Borrower hereby consents to this Amendment and confirms that all obligations of such Credit Party the Borrower under the Credit Loan Documents to which such Credit Party the Borrower is a party shall continue to apply to the Amended Credit AgreementAgreement as amended hereby. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents parties hereto has caused a counterpart of this Amendment to which it is a party has been be duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereoffirst above written. BORROWER: HURON CONSULTING GROUP INC.,a Delaware corporation By:__/s/ XXXX X. XXXXX _______Name: Xxxx X. XxxxxXxxxx: EVP, Chief Financial Officer and Treasurer GUARANTORS: HURON CONSULTING GROUP HOLDINGS LLC,a Delaware limited liability company By:__/s/ XXXX X. XXXXX _______Name: Xxxx X. XxxxxXxxxx: EVP, Chief Financial Officer and Treasurer HURON CONSULTING SERVICES LLC,a Delaware limited liability company By:__/s/ XXXX X. XXXXX _______Name: Xxxx X. XxxxxXxxxx: EVP, Chief Financial Officer and Treasurer INNOSIGHT HOLDINGS, LLC,a Delaware limited liability company By:__/s/ XXXX X. XXXXX _______Name: Xxxx X. XxxxxXxxxx: EVP, Chief Financial Officer and Treasurer INNOSIGHT INTERNATIONAL, LLC,a Delaware limited liability company By:__/s/ XXXX X. XXXXX _______Name: Xxxx X. XxxxxXxxxx: EVP, Chief Financial Officer and Treasurer INNOSIGHT CONSULTING, LLC,a Delaware limited liability company By:__/s/ XXXX X. XXXXX _______Name: Xxxx X. XxxxxXxxxx: EVP, Chief Financial Officer and Treasurer HURON AVIATION ONE LLC,a Delaware limited liability company By:__/s/ XXXX X. XXXXX _______Name: Xxxx X. XxxxxXxxxx: EVP, Chief Financial Officer and Treasurer HURON MANAGED SERVICES LLC,a Delaware limited liability company By:__/s/ XXXX X. XXXXX _______Name: Xxxx X. XxxxxXxxxx: EVP, Chief Financial Officer and Treasurer ADMINISTRATIVE AGENT BANK OF AMERICA, N.A., as Administrative Agent By:__/s/ XXXXXX XXXXXX _______ Name: Xxxxxx Xxxxxx Title: Assistant Vice President LENDERS: BANK OF AMERICA, N.A., as a Lender, L/C Issuer and Swing Line Lender By:__/s/ XXXXXXXX X. XXXXXXXX _______ Name: Xxxxxxxx X. Xxxxxxxx Title: Senior Vice President JPMORGAN CHASE BANK, N.A., as a Lender By:__/s/ XXXXXXXXXXX XXXXX___ Name: Xxxxxxxxxxx Xxxxx Title: Executive Director PNC BANK, NATIONAL ASSOCIATION, as a Lender By:__/s/ XXXXX XXXXXX_______ Name: Xxxxx Xxxxxx Title: Assistant Vice President PNC CAPITAL MARKETS LLC, as a Lender By:__/s/ XXXXXX XXXXXXXX_______ Name: Xxxxxx Xxxxxxxx Title: Vice President BANK OF MONTREAL, as a Lender By:__/s/ XXXXXX XXXXX_______ Name: Xxxxxx Xxxxx Title: Managing Director FIFTH THIRD BANK NATIONAL ASSOCIATION, as a Lender By:__/s/ XXXXXXX XXXXXXX_____ Name: Xxxxxxx Xxxxxxx Title: Vice President TD BANK, N.A., as a Lender By:__/s/ XXXXX X’XXXXX_______ Name: Xxxxx X’Xxxxx Title: Vice President ASSOCIATED BANK, N.A., as a Lender By:__/s/ XXX XXXXXXX_______ Name: Xxx Xxxxxxx Title: Vice President THE NORTHERN TRUST COMPANY, as a Lender By:__/s/ XXXX XXXXXX_______ Name: Xxxx Xxxxxx Title: Second Vice President ARTICLE I DEFINITIONS AND ACCOUNTING TERMS 1 1.01 Defined Terms 1 1.02 Other Interpretive Provisions 40 1.03 Accounting Terms; Calculation of Financial Covenants on a Pro Forma Basis 41 1.04 Rounding 42 1.05 Times of Day 42 1.06 Letter of Credit Amounts 42 1.07 Alternative L/C Currencies 42 1.08 Change of Currency 42 1.09 Interest Rates 42 1.10 Sustainability Adjustments 43 ARTICLE II COMMITMENTS AND CREDIT EXTENSIONS 45 2.01 Revolving Loans 45 2.02 Borrowings, Conversions and Continuation of Loans 48 2.03 Letters of Credit 49 2.04 Swing Line Loans 59 2.05 Prepayments 61 2.06 Termination or Reduction of Aggregate Revolving Commitments 63 2.07 Repayment of Loans 64 2.08 Interest 65 2.09 Fees 66 2.10 Computation of Interest and Fees; Retroactive Adjustments of Applicable Rate 66 2.11 Evidence of Debt 67 2.12 Payments Generally; Administrative Agent’s Clawback 67 2.13 Sharing of Payments by Xxxxxxx 69 2.14 Cash Collateral 70 2.15 Defaulting Lenders 71 2.16 [Reserved] 72 ARTICLE III TAXES, YIELD PROTECTION AND ILLEGALITY 72 3.01 Taxes 73 3.02 Illegality 77 3.03 Inability to Determine Rates 77 3.04 Increased Costs 80 3.05 Compensation for Losses 81 3.06 Mitigation of Obligations; Replacement of Lenders 81 3.07 Survival 82 ARTICLE IV GUARANTY 82 4.01 The Guaranty 82 4.02 Obligations Unconditional 82 4.03 Reinstatement 83 4.04 Certain Waivers 83 4.05 Remedies 84 4.06 Rights of Contribution 84 4.07 Guarantee of Payment; Continuing Guarantee 84 4.08 Keepwell 84 ARTICLE V CONDITIONS PRECEDENT TO CREDIT EXTENSIONS 84 5.01 Conditions of Effectiveness 85 5.02 Conditions to all Credit Extensions 86 ARTICLE VI REPRESENTATIONS AND WARRANTIES 87 6.01 Existence, Qualification and Power 87 6.02 Authorization; No Contravention 87 6.03 Governmental Authorization; Other Consents 87 6.04 Binding Effect 87 6.05 Financial Statements; No Material Adverse Effect 88 6.06 Litigation 88 6.07 No Default 88 6.08 Ownership of Property, Liens 88 6.09 Environmental Compliance 89 6.10 Insurance 89 6.11 Taxes 89 6.12 ERISA Compliance 90 6.13 Subsidiaries 90 6.14 Margin Regulations; Investment Company Act 90 6.15 Disclosure 91 6.16 Compliance with Laws 91 6.17 Intellectual Property; Licenses, Etc 91 6.18 Solvency 92 6.19 Perfection of Security Interests in the Collateral 92 6.20 Business Locations; Taxpayer Identification Number 92 6.21 Licensing and Accreditation 92 6.22 Labor Matters 93 6.23 OFAC 93 6.24 Affected Financial Institutions 93 6.25 Covered Entities 93 6.26 Beneficial Ownership Certification 93 ARTICLE VII AFFIRMATIVE COVENANTS 94 7.01 Financial Statements 94 7.02 Certificates; Other Information 94 7.03 Notices 96 7.04 Payment of Taxes 97 7.05 Preservation of Existence, Etc 97 7.06 Maintenance of Properties 97 7.07 Maintenance of Insurance 97 7.08 Compliance with Laws 98 7.09 Books and Records 98 7.10 Inspection Rights 98 7.11 Use of Proceeds 98 7.12 Additional Subsidiaries 98 7.13 Pledged Assets 99 7.14 Sanctions 100 ARTICLE VIII NEGATIVE COVENANTS 100 8.01 Liens 101 8.02 Investments 102 8.03 Indebtedness 103 8.04 Fundamental Changes 104 8.05 Dispositions 105 8.06 Restricted Payments 105 8.07 Change in Nature of Business 106 8.08 Transactions with Affiliates and Insiders; Management Fees 106 8.09 Burdensome Agreements 106 8.10 Use of Proceeds 106 8.11 Financial Covenants 107 8.12 Organization Documents; Fiscal Year; Legal Name, State of Formation and Form of Entity 107 8.13 Ownership of Subsidiaries 107 ARTICLE IX EVENTS OF DEFAULT AND REMEDIES 107 9.01 Events of Default 107 9.02 Remedies Upon Event of Default 109 9.03 Application of Funds 110 ARTICLE X ADMINISTRATIVE AGENT AND COLLATERAL AGENT 111 10.01 Appointment and Authorization of Administrative Agent and Collateral Agent 111 10.02 Rights as a Lender 112 10.03 Exculpatory Provisions 112 10.04 Reliance by Administrative Agent 114 10.05 Delegation of Duties 114 10.06 Resignation of Administrative Agent 114 10.07 Non-Reliance on Administrative Agent 116 10.08 No Other Duties 117 10.09 Administrative Agent May File Proofs of Claim 117 10.10 Collateral and Guaranty Matters 118 10.11 Appointment of Borrower 118 10.12 Certain ERISA Matters 119 10.13 Recovery of Erroneous Payments 120 ARTICLE XI MISCELLANEOUS 120 11.01 Amendments, Etc 120 11.02 Notices; Effectiveness; Electronic Communications 122 11.03 No Waiver; Cumulative Remedies; Enforcement 124 11.04 Expenses; Indemnity; Damage Waiver 125 11.05 Payments Set Aside 127 11.06 Successors and Assigns 127 11.07 Treatment of Certain Information; Confidentiality 132 11.08 Set-off 133 11.09 Interest Rate Limitation 134 11.10 Integration; Effectiveness 134 11.11 Survival of Representations and Warranties 134 11.12 Severability 135 11.13 Replacement of Lenders 135 11.14 Governing Law; Jurisdiction; Etc 136 11.15 Waiver of Jury Trial 137 11.16 No Advisory or Fiduciary Responsibility 137 11.17 Electronic Execution; Electronic Records; Counterparts 138 11.18 Subordination of Intercompany Indebtedness 139 11.19 USA PATRIOT Act 140 11.20 Judgment Currency 141 11.21 ENTIRE AGREEMENT 141 11.22 Acknowledgement and Consent to Bail-In of Affected Financial Institutions 141 11.23 Acknowledgement Regarding Any Supported QFC’s 142 11.24 Restatement 142 Schedule 1.10(c) Sustainability Table Schedule 2.01 Commitments and Applicable Percentages Schedule 2.03 Existing Letters of Credit Schedule 6.13 Subsidiaries Schedule 6.17 IP Rights Schedule 6.20-1 Chief Executive Offices; Taxpayer Identification Numbers and Organizational Identification Numbers Schedule 6.20-2 Changes in Name or State of Formation; Xxxxxxx and other Changes in Structure Schedule 8.01 Existing Liens Schedule 8.02 Existing Investments Schedule 8.03 Existing Indebtedness Schedule 11.02 Notice Addresses Exhibit 1.10(c) Form of Sustainability Certificate Exhibit 2.01 Form of Lender Joinder Agreement Exhibit 2.02 Form of Loan Notice Exhibit 2.04 Form of Swing Line Loan Notice Exhibit 2.05 Form of Notice of Loan Prepayment Exhibit 2.11-1 Form of Revolving Note Exhibit 2.11-2 Form of Swing Line Note Exhibit 7.02(b) Form of Compliance Certificate Exhibit 7.12 Form of Guarantor Joinder Agreement Exhibit 11.06 Form of Assignment and Assumption This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (bthis “Agreement”) its grant is entered into as of liens on or security interests in its properties pursuant to November 15, 2022, by and among (i) HURON CONSULTING GROUP INC., a Delaware corporation, as Borrower; (ii) the Credit Documents Subsidiaries identified herein, as security for Guarantors; (iii) the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the ObligationsLenders identified herein; and (civ) the BANK OF AMERICA, N.A., as Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsCollateral Agent.

Appears in 1 contract

Samples: Credit Agreement (Huron Consulting Group Inc.)

Effect of Amendment. (a) Except as expressly set forth hereinin this Seventh Amendment or in the Credit Agreement, (i) this Seventh Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery and effectiveness Without limiting the generality of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lenderforegoing, the Security Documents and all of the Collateral Agent described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents (including all 2019 New Replacement Term B-4 Loans, 2019 Converted Replacement Term B-4 Loans and 2019 Incremental Term B-4 Loans), in each case, as amended by this Seventh Amendment. Nothing herein shall be deemed to entitle the Borrower to a consent to, or the Administrative Agent under a waiver, amendment, modification or other change of, any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution Agreement or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release Loan Document in similar or other discharge of any of the Credit Parties from the Credit Documents. From different circumstances. (b) On and after the applicable Seventh Amendment Effective Date, all references to the Credit Agreement each reference in any Credit Document and all references in (i) the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the Credit Agreement shall, unless expressly provided otherwise, in any other Loan Document shall be deemed to refer a reference to the Amended Credit AgreementAgreement as modified by this Seventh Amendment. Each This Seventh Amendment shall constitute a “Loan Document” for all purposes of the Credit Parties hereby consents to this Amendment Agreement and confirms that all obligations of such Credit Party under the other Loan Documents. (c) This Seventh Amendment, the Credit Agreement and the other Loan Documents to which such Credit Party is a party shall continue to apply to constitute the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of entire agreement among the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or parties hereto with respect to the Amended Credit Agreement subject matter hereof and confirms thereof and agrees that such liens supersede all other prior agreements and security interests secure all understandings, both written and verbal, among the parties hereto with respect to the subject matter hereof. (d) This Seventh Amendment may not be amended, modified or waived except in accordance with Section 11.1 of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAgreement.

Appears in 1 contract

Samples: Credit Agreement (On Semiconductor Corp)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-re- affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionWithout limiting the foregoing, delivery Holdings and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as Borrower and each other Loan Party acknowledges and agrees that (A) each Loan Document to which it is a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which party is hereby confirmed and ratified and shall remain in full force and effect as expressly modified hereby or as provided according to its respective terms (in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any case of the Credit Parties Agreement, as amended hereby) and (B) the Collateral Documents do, and all of the Collateral does, and in each case shall continue to, secure the payment of all of its Obligations on the terms and conditions set forth in the Collateral Documents, and hereby confirms and, to the extent necessary, ratifies the security interests granted by it pursuant to the Collateral Documents to which it is a party and (C) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Guaranty with respect to all of its Obligations. THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. This Amendment shall constitute a Loan Document, and the provisions of Sections 11.15, 11.16(b) and 11.17 shall be deemed incorporated herein mutatis mutandis, and from the Credit Documents. From and after the Amendment No. 6 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsas amended by this Amendment.

Appears in 1 contract

Samples: Credit Agreement (Dun & Bradstreet Holdings, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative AgentIssuing Banks, in each case under the Existing Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Existing Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Borrower and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in each Loan Guarantor reaffirms its obligations under the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Loan Documents to which it is party and the Collateral Agent or the Administrative Agent under any validity of the Credit Documents, or constitute a waiver of any provision of any of Liens granted by it pursuant to the Credit Security Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit Agreement, which shall remain in full force Agreement and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Incremental Amendment No. 3 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties Borrowers and the Loan Guarantors hereby consents to this Amendment and confirms that all obligations of each such Credit Party Borrower or Loan Guarantor under the Credit Loan Documents to which such Credit Party Borrower and Loan Guarantor is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each This Amendment shall not constitute a novation of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Existing Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsor any other Loan Document.

Appears in 1 contract

Samples: Credit Agreement (Aramark)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement as amended hereby, or any other Credit Document Loan Document, is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documentseffect. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 1 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Loan Parties hereby consents to this Amendment and confirms and reaffirms (i) that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms Agreement as amended hereby, (aii) that each its guaranty of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party Obligations (including obligations in respect to the Administrative Agent Term Loans after giving effect to this Amendment) under the Guaranty, (iii) its pledges and grants of security interests and Liens on the Collateral to secure the Obligations (including obligations in respect to the Lenders Term Loans after giving effect to this Amendment) pursuant to the Collateral Documents and is (iv) such Guarantees, pledges and grants of security interests, as applicable, shall continue to be in full force and effect as and shall continue to inure to the benefit of the date hereof, Lenders (bincluding the New Term Lenders) its grant and the other Secured Parties. Neither the modification of liens on or security interests in its properties the Credit Agreement effected pursuant to this Amendment nor the Credit Documents as security for execution, delivery, performance or effectiveness of this Amendment (i) impairs the validity, effectiveness or priority of the Liens granted pursuant to any Loan Document, and such Liens continue unimpaired with the same priority to secure repayment of all Obligations under or with (including obligations in respect to the Amended Term Loans after giving effect to this Amendment), whether heretofore or hereafter incurred; or (ii) requires that any new filings be made or other action taken to perfect or to maintain the perfection of such Liens. The parties hereto acknowledge and agree that the amendment of the Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) other Loan Documents as in effect prior to the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAmendment No. 1 Effective Date.

Appears in 1 contract

Samples: Credit Agreement (Communications Sales & Leasing, Inc.)

Effect of Amendment. (a) It is the intention of each of the parties hereto that the Credit Agreement be amended pursuant to this Amendment, so as to preserve the validity, perfection and priority of all Liens securing the Obligations and that, after giving effect to this Amendment all Obligations shall be secured by the Collateral and Liens granted under the Collateral Documents and that this Agreement does not constitute a novation or termination of the Credit Agreement or the other Credit Documents. (b) Except as expressly set forth herein, (i) including Annexes A and B hereto, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Lenders or Administrative Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants covenants, guarantees or agreements contained in in, or any of the Liens granted to the Collateral Agent for the benefit of the Secured Parties pursuant to the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or of any other Credit Document is hereby Document, all of which are ratified and re-affirmed by the applicable Pattern Parties in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle any Pattern Party to a consent to, delivery and effectiveness or a waiver, amendment, modification or other change of, any of this Amendment shall notthe terms, except as expressly provided herein conditions, obligations, covenants, guarantees or as provided in agreements contained in, or any of the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Liens granted to the Collateral Agent or for the Administrative Agent under any benefit of the Credit DocumentsSecured Parties pursuant to, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution Agreement or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release Credit Document in similar or other discharge of any of the Credit Parties from the Credit Documents. different circumstances. (c) From and after the 2019 Incremental Amendment Effective Closing Date, all references to the Credit Agreement in any Credit Document and all references (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the “Credit Agreement” in any other Credit Document shall be deemed a reference to the Credit Agreement shallas amended hereby and (ii) each reference in any Credit Document to the “Incremental Term Loan Lenders”, unless expressly provided otherwise, “Incremental Term Loans” or “Incremental Term Loan Facility” shall be deemed to refer include a reference to the Amended 2019 Incremental Term Loan Lenders, the 2019 Incremental Term Loans or the 2019 Incremental Term Loan Facility, respectively. (d) This Amendment shall constitute a “Credit Agreement. Each Document” for all purposes of the Credit Parties Agreement and the other Credit Documents and shall be deemed to be an “Incremental Amendment”, as defined in the Credit Agreement. (e) Each party hereto acknowledges that this Amendment constitutes all notices or requests required under Section 2.22 of the Credit Agreement, except for the notice required to be delivered by the Administrative Agent to the existing Lenders pursuant to Section 2.22(c) of the Credit Agreement. (f) Each Pattern Party hereto hereby consents to expressly acknowledges the terms of this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect affirms or reaffirms, as applicable, as of the date hereof, the covenants and agreements contained in each Credit Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated hereby. (bg) its grant By signing this Amendment, each Pledgor and each Credit Party that is a Borrower or Guarantor hereby confirms and reaffirms that (i) the obligations of liens on or each such Pattern Party under the Credit Documents, as amended hereby, constitute “Obligations” (as defined in the Credit Agreement) and “Secured Obligations” as defined in the applicable Collateral Document and are entitled to the benefit of the guarantees and the security interests set forth in its properties pursuant to the Collateral Documents or any other Credit Documents, (ii) the Credit Documents are, and shall continue to be, in full force and effect and are hereby ratified and confirmed in all respects, and (iii) all Liens granted, conveyed or assigned to the Collateral Agent by such Pattern Party pursuant to each Credit Document to which it is party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Secured Obligations as security amended hereby. Notwithstanding anything to the contrary herein (or in any other Credit Document), it is understood and agreed that Pattern St. Joseph’s Holdings Inc. is a party hereto as a Credit Party solely to reaffirm its representations and warranties, and its agreement to the affirmative and negative covenants, each as set forth in the Credit Agreement, and not, for the Obligations under avoidance of doubt, as a Guarantor or other obligor or indemnitor with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the 2019 Incremental Term Loans or any other Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Pattern Energy Group Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative AgentIssuing Banks, in each case under the Existing Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Existing Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionEach Loan Party reaffirms its obligations under the Loan Documents to which it is party and the validity of the Liens granted by it pursuant to the Security Documents, delivery and effectiveness of this Amendment shall notincluding, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lenderwithout limitation, the Collateral Agent or the Administrative Agent under any obligations of the Credit DocumentsARAMARK Holding Deutschland GmbH, or constitute a waiver of any provision of any of the Credit Documentsas successor by merger to Aramark Holdings GMBH & Co. KG. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit Agreement, which shall remain in full force Agreement and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 7 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Loan Parties hereby consents to this Amendment and confirms that all obligations of each such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each This Amendment shall not constitute a novation of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Existing Credit Agreement and confirms and agrees that such liens and security interests secure all or any other Loan Document. [Remainder of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.page intentionally left blank]

Appears in 1 contract

Samples: Credit Agreement (Aramark)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case under the Credit Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent Lender or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly effect, except to any extent modified hereby or as provided in the exhibits heretohereby. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement or in any Credit Document and all references in the Credit Agreement to “this AgreementTHIS AMENDMENT,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect Agreement as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsamended hereby.

Appears in 1 contract

Samples: Forbearance Agreement (Fusion Connect, Inc.)

Effect of Amendment. (a) Except as expressly set forth hereinherein or in the Exhibits hereto, (i) this Amendment and Restatement Agreement shall not by implication or otherwise otherwise, limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agent under the 2006 Credit Agreement or any other Credit Loan Document. Nothing herein shall be deemed to entitle the Borrower or any other person to a future consent to, and (ii) shall not alteror a waiver, modifyamendment, amend modification or in any way affect other change of, any of the terms, conditions, obligations, covenants or agreements contained in the 2006 Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in Loan Document or the Restated Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect “Loan Document” (as expressly amended hereby. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided defined in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Restated Credit Agreement) in similar or different circumstances. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From On and after the Amendment Effective Restatement Date, all references each reference in any Loan Document to the Credit Agreement in any Credit Document and all references in the Credit Agreement to Agreement”, this Agreement,” thereunder”, hereunder,” “hereofthereof”, therein” or words of like import referring to the 2006 Credit Agreement shall, unless expressly provided otherwise, shall mean and be deemed to refer a reference to the Amended Restated Credit Agreement as amended and restated by this Amendment and Restatement Agreement. (b) On the Restatement Date, the 2006 Credit Agreement shall be amended and restated in the form of the Restated Credit Agreement. Each of the Credit Parties hereby consents to The parties hereto acknowledge and agree that (i) this Amendment and confirms that all obligations of such Restatement Agreement, the Restated Credit Party under Agreement and any other “Loan Documents” (as defined in the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Restated Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such in connection herewith do not constitute a novation, or termination of the Obligations under the 2006 Credit Party Agreement as in effect prior to the Administrative Agent Restatement Date; (ii) such Obligations are in all respects continuing (as amended and restated by the Restated Credit Agreement) with the terms, conditions, covenants and agreements contained in the 2006 Credit Agreement being modified only to the Lenders extent provided in the Restated Credit Agreement; and is (iii) the Liens and security interests as granted under the Loan Documents securing the Obligations are in all such respects continuing and in full force and effect effect. (c) This document shall constitute a “Loan Document” (as defined in the Restated Credit Agreement) for all purposes of the date hereof, (b) its grant of liens on or security interests in its properties Restated Credit Agreement and shall be administrated and construed pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all terms of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Restated Credit DocumentsAgreement.

Appears in 1 contract

Samples: Amendment and Restatement Agreement (Tw Telecom Inc.)

Effect of Amendment. (a) Except as expressly set forth hereinin this Fifth Amendment or in the Credit Agreement, (i) this Fifth Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery and effectiveness Without limiting the generality of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lenderforegoing, the Security Documents and all of the Collateral Agent described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents (including, without limitation, all Revolving Credit Exposure related to the 2015 Extended Revolving Credit Commitments (as increased by the 2015 Revolving Commitment Increases)), in each case, as amended by this Fifth Amendment. Nothing herein shall be deemed to entitle the Borrowers to a consent to, or the Administrative Agent under a waiver, amendment, modification or other change of, any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution Agreement or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release Loan Document in similar or other discharge of any of the Credit Parties from the Credit Documents. From different circumstances. (b) On and after the Fifth Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof, “herein”, or words of like import referring import, and each reference to the Credit Agreement shallin any other Loan Document, unless expressly provided otherwise, in each case shall be deemed to refer a reference to the Amended Credit AgreementAgreement (as amended by this Fifth Amendment). Each This Fifth Amendment shall constitute a “Loan Document” for all purposes of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and other Loan Documents. (c) the Administrative AgentThe parties hereto confirm that no novation of any kind has occurred as a result of, the Collateral Agent and the Lenders are and shall be entitled to all of the rightsor in connection with, remedies and benefits provided for in the Credit Documentsthis Fifth Amendment or otherwise, any such novation being hereby expressly disclaimed.

Appears in 1 contract

Samples: Credit Agreement (Univision Holdings, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative AgentIssuing Banks, in each case under the Existing Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Existing Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionU.S. Borrower, delivery on behalf of itself and effectiveness of this Amendment shall noteach other Loan Party, except as expressly provided herein or as provided in reaffirms each such Loan Party’s obligations under the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Loan Documents to which it is party and the Collateral Agent or the Administrative Agent under any validity of the Credit Documents, or constitute a waiver of any provision of any of Liens granted by it pursuant to the Credit Security Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit Agreement, which shall remain in full force Agreement and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 10 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each The U.S. Borrower, on behalf of the Credit Parties itself and each other Loan Party, hereby consents to this Amendment and confirms that all obligations of such Credit Party the Loan Parties under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each This Amendment shall not constitute a novation of the Existing Credit Party hereby ratifies and reaffirms (a) that each Agreement or any other Loan Document. Nothing herein shall be deemed to establish a precedent for purposes of interpreting the provisions of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Agreement or entitle any Loan Party to the Administrative Agent and to the Lenders and is in full force and effect as a consent to, or a waiver, amendment, modification or other change of, any of the date hereofterms, (b) its grant of liens on conditions, obligations, covenants or security interests agreements contained in its properties pursuant to the Credit Documents as security for the Obligations under Agreement or any other Loan Document in similar or different circumstances. This Amendment No. 10 shall apply to and be effective only with respect to the Amended provisions of the Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled other Loan Documents specifically referred to all of the rights, remedies and benefits provided for in the Credit Documentsherein.

Appears in 1 contract

Samples: Credit Agreement (Aramark)

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of of, or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agent under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle any Loan Party to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the terms, conditions, obligations, covenants or agreements contained in the Credit Documents, Agreement or constitute a waiver of any provision of any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. After the Amendment Effective Date, any reference to the Credit Agreement in any Loan Document, and the terms “this Agreement”, “herein”, “hereunder”, “hereto”, “hereof”, “hereby” and words of similar import in the Credit Agreement, shall, unless the context otherwise requires, mean the Credit Agreement as modified hereby. This Amendment shall constitute a “Loan Document” for all purposes of the Credit Agreement and the other Loan Documents. This Amendment shall not extinguish the obligations Obligations for the payment of money outstanding under the Credit AgreementAgreement or discharge or release the Lien of any Loan Document or any other security therefor or any guarantee thereof, and the Liens and security interests in favor of the Administrative Agent for the benefit of the Secured Parties securing payment of the Obligations are in all respects continuing and in full force and effect with respect to all Obligations. Nothing herein contained shall be construed as a substitution or novation novation, or a payment and reborrowing, or a termination, of the obligations Obligations outstanding under the Credit AgreementAgreement or instruments guaranteeing or securing the same, which shall remain in full force and effect effect, except as expressly modified hereby or as provided in by instruments executed concurrently herewith. (b) The changes to the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated definitions of “Applicable Margin” made hereby shall apply and be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From effective on and after the Amendment Effective Date, all references to . The definitions of “Applicable Margin” in Section 1.01 of the Credit Agreement in any Credit Document and all references in the Credit Agreement (prior to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents giving effect to this Amendment Amendment) shall apply and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security be effective for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agentperiod ending on, but not including, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAmendment Effective Date.

Appears in 1 contract

Samples: Credit Agreement (Fairway Group Holdings Corp)

Effect of Amendment. This Amendment shall not constitute a novation of the Credit Agreement or any of the Loan Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any and each other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Loan Party reaffirms its obligations under the Loan Documents to which it is party and effectiveness reaffirms and confirms the validity of this Amendment shall not, except as expressly provided herein or as provided in its guarantees pursuant to the exhibits hereto, operate as a waiver Guaranty and its grant of any right, power or remedy of any Lender, Liens to secure the Collateral Agent or Secured Obligations pursuant to the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Loan Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit AgreementAgreement and, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 10 Effective Date, (x) all references to the Credit Agreement or Amended Credit Agreement in any Credit Loan Document and all references in the Credit Agreement or Amended Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each The Borrower, on behalf of the Credit Parties Loan Parties, hereby (i) consents to this Amendment and Amendment, (ii) confirms that all obligations of such Credit each Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that including in each of the Credit Documents to which it is a party has been duly executed and delivered by case, such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties obligations pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms (iii) reaffirms its prior grant and validity of the security interests pursuant to any Loan Document and agrees that all such liens and security interests shall secure all the Secured Obligations. Neither the modification of the Obligations; and (c) Credit Agreement effected pursuant to this Amendment nor the Administrative Agentexecution, the Collateral Agent delivery, performance or effectiveness of this Amendment and the Lenders are and shall be entitled to all Amended Credit Agreement impairs the validity, effectiveness or priority of the rightsLiens granted pursuant to any Loan Document, remedies and benefits provided for in after giving effect to this Amendment, such Liens continue unimpaired with the Credit Documentssame priority to secure repayment of all Secured Obligations, whether heretofore or hereafter incurred.

Appears in 1 contract

Samples: Credit Agreement (Horizon Therapeutics Public LTD Co)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or Agent, the Administrative Agent, in each case the Escrow Agent or the Disbursement Agent under the Credit Agreement, the Escrow and Security Agreement, the Disbursement Agreement and the Completion Guarantees or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement, the Escrow and Security Agreement, the Disbursement Agreement or the Completion Guarantees or any other Credit provision of any such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement, the Escrow and Security Agreement, the Disbursement Agreement or the Completion Guarantees or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Loan Party reaffirms its obligations under the Loan Documents to which it is party and effectiveness the validity of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Liens granted by it pursuant to the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the Documents and Stockbridge and SBE each reaffirm their respective obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit DocumentsCompletion Guarantees. From and after the Amendment Effective Dateeffective date of this Amendment, all references to the Credit Agreement, the Escrow and Security Agreement, the Disbursement Agreement and/or the Completion Guarantees in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent Escrow and Security Agreement, the Lenders are and shall be entitled to all of Disbursement Agreement and/or the rights, remedies and benefits provided for in the Credit DocumentsCompletion Guarantees as amended by this Amendment.

Appears in 1 contract

Samples: Credit Agreement (Stockbridge/Sbe Investment Company, LLC)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative AgentIssuing Banks, in each case under the Existing Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Existing Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Borrower and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in each Loan Guarantor reaffirms its obligations under the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Loan Documents to which it is party and the Collateral Agent or the Administrative Agent under any validity of the Credit Documents, or constitute a waiver of any provision of any of Liens granted by it pursuant to the Credit Security Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit Agreement, which shall remain in full force Agreement and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 6 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of The U.S. Borrower and the Credit Parties Loan Guarantors hereby consents to this Amendment and confirms that all obligations of each such Credit Party Borrower or Loan Guarantor under the Credit Loan Documents to which such Credit Party Borrower and Loan Guarantor is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each This Amendment shall not constitute a novation of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Existing Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsor any other Loan Document.

Appears in 1 contract

Samples: Credit Agreement (Aramark)

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Amended Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Amended Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle the Borrower to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit DocumentsAgreement or any other Loan Document in similar or different circumstances. (b) From and after the Second Amendment Effective Date, (i) each reference in the Existing Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or constitute words of like import, and each reference to the “Credit Agreement” in any other Loan Document shall be deemed a waiver of reference to the Amended Credit Agreement and (ii) each reference in any provision of any of Loan Document to the Credit Documents“Term Lender”, “Term Loans”, “Lender” or “Loan” shall be deemed a reference to the Additional 2018 Incremental Term Lenders or Additional 2018 Incremental Term Loans, as applicable. This Amendment shall not extinguish constitute a “Loan Document” for all purposes of the obligations Amended Credit Agreement and the other Loan Documents and shall be deemed to be an “Incremental Amendment” as defined in the Amended Credit Agreement. (c) Each Loan Party hereby (i) acknowledges that it has reviewed the terms and provisions of this Amendment, (ii) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (iii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, each grant of security made by such Loan Party pursuant to the Collateral Documents) and confirms that such liens and security interests continue to secure the Obligations under the Loan Documents (including, for the payment avoidance of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation doubt, all Obligations, Obligations Secured and Guaranteed Obligations in respect of the obligations outstanding under Additional 2018 Incremental Term Loans made available hereunder, each as defined in the Credit Agreementapplicable Loan Document), subject to the terms thereof, (iv) acknowledges and agrees that each Loan Document to which it is a party or otherwise bound shall continue and remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby and all of its obligations thereunder shall be construed as a release valid and enforceable and not be impaired or other discharge limited by the execution of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations (v) in the case of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby each Guarantor, ratifies and reaffirms (a) that each its guaranty of the Credit Documents to which it is a party has been duly executed Obligations, Obligations Secured, and delivered by Guaranteed Obligations (each as defined in the applicable Loan Document) (including, for the avoidance of doubt, all such Credit Party obligations in respect of the Additional 2018 Incremental Term Loans made available hereunder) pursuant to the Administrative Agent Guaranty. (d) Each party hereto agrees and acknowledges that this Amendment constitutes all notices or requests required under Sections 2.14 of the Existing Credit Agreement, and to the Lenders extent inconsistent with any requirement or provision thereof, hereby waives any such inconsistency in effecting the amendments, agreements and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits undertakings provided for in the Credit Documentsherein.

Appears in 1 contract

Samples: Credit Agreement (GFL Environmental Holdings Inc.)

Effect of Amendment. This Amendment shall not constitute a novation of the Credit Agreement or any of the other Loan Documents. Except as expressly set forth herein, this Amendment (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent, any other Agent or the Administrative AgentIssuing Lenders, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as effect. Each Loan Party hereby expressly amended hereby. The execution, delivery and effectiveness acknowledges the terms of this Amendment shall notand reaffirms, except as expressly provided herein or of the date hereof, (i) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as provided in effect immediately after giving effect to this Amendment and the exhibits heretotransactions contemplated hereby and (ii) its guarantee of the Obligations under the Guaranty, operate as a waiver applicable, and its grant of any right, power or remedy of any Lender, Liens on the Collateral Agent or to secure the Administrative Agent under any of Obligations pursuant to the Credit Documents, or constitute a waiver of any provision of any of the Credit Security Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any purposes of the Credit Parties Agreement and from the Credit Documents. From and after the Amendment No. 2 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereto,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer refer, from and after the Amendment No. 2 Effective Date, to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Loan Parties hereby consents to this Amendment and confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement, including on and after the Amendment No. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect 2 Effective Date, as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.amended hereby. [Signature pages follow]

Appears in 1 contract

Samples: Credit Agreement (Davita Inc.)

Effect of Amendment. 6.1. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agent under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyaffect. The executionBorrower, delivery on behalf of itself and effectiveness each Guarantor, acknowledges and agrees that all of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent Liens and security interests created and arising under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall Loan Document remain in full force and effect as expressly modified hereby and continue to secure its Obligations, unimpaired, uninterrupted and undischarged, regardless of the effectiveness of this Amendment. Nothing herein shall be deemed to entitle the Borrower to a consent to, or as provided a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the exhibits heretoCredit Agreement, the Amended Credit Agreement or any other Loan Document in similar or different circumstances. Nothing implied in this Amendment shall be deemed to be a novation of any obligations under the Credit Agreement or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit DocumentsLoan Document. 6.2. From On and after the First Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the Credit Agreement shall, unless expressly provided otherwise, in any other Loan Document shall be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant reference to the Credit Documents Agreement as security amended hereby. This Amendment shall constitute a “Loan Document” for the Obligations under or with respect to all purposes of the Amended Credit Agreement and confirms the other Loan Documents (as defined in the Amended Credit Agreement). 6.3. The Incremental ABL Commitments shall be subject to the terms and agrees that such liens and security interests secure all provisions of the Obligations; and (c) the Administrative Agent, the Collateral Agent Amended Credit Agreement and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for other Loan Documents (as defined in the Amended Credit DocumentsAgreement).

Appears in 1 contract

Samples: Abl Credit Agreement (TTM Technologies Inc)

Effect of Amendment. (a) On and after the date hereof, each reference in the First Lien Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the First Lien Credit Agreement, and each reference in the other Loan Documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the First Lien Credit Agreement, mean and are a reference to the First Lien Credit Agreement as modified by this Amendment. (b) Except as expressly set forth hereinamended hereby, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies all of the Lenders, terms and provisions of the Collateral Agent or the Administrative Agent, in each case under the First Lien Credit Agreement or any and all other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby ratified and re-affirmed in all respects Loan Documents are and shall continue remain in full force and effect and are hereby ratified and confirmed. In furtherance of the foregoing, each of the Loan Parties party hereto hereby irrevocably and unconditionally ratifies its grant of security interest and pledge under the Security Agreement and each Loan Document and confirms that the liens, security interests and pledges granted thereunder continue to secure the Obligations, including, without limitation, any additional Obligations resulting from or incurred pursuant to this Amendment. (c) Each of the Loan Parties as expressly amended hereby. debtor, grantor, mortgagor, pledgor, guarantor, assignor, or in other any other similar capacity in which such Loan Party grants liens or security interests in its property or otherwise acts as accommodation party, guarantor or indemnitor, as the case may be, hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Collateral Agreement) and confirms that such liens and security interests continue to secure the Obligations under the Loan Documents, in each case subject to the terms thereof, and (iii) in the case of each Guarantor, ratifies and reaffirms its guaranty of the Obligations pursuant to the Loan Documents The execution, delivery and effectiveness execution of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, not operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsor Lenders, or constitute a waiver of any provision of any of the Loan Documents or serve to effect a novation of the Obligations. (d) The execution, delivery and performance of this Amendment shall not constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under, the First Lien Credit Agreement or any of the other Loan Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to be a Loan Document as defined in the Amended First Lien Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.

Appears in 1 contract

Samples: First Lien Credit Agreement (Franchise Group, Inc.)

Effect of Amendment. (a) This Amendment shall not constitute a novation of the Credit Agreement or any of the Credit Documents. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or any other Credit Document is hereby Document, all of which are ratified and re-affirmed by Holdings and the Borrower on behalf of all Credit Parties in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionBy executing and delivering a copy hereof, delivery each of Holdings and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties Borrower hereby consents to this Amendment and confirms that all obligations the transactions contemplated thereby and hereby confirms, on behalf of such each Credit Party Party, the respective guarantees, pledges and grants of security interests, as applicable, under the Credit Documents to which such Credit Party is a party shall continue to apply and subject to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that terms of each of the Credit Documents to which it each Credit Party is party, and agrees on behalf of each Credit Party that, after giving effect to this Amendment, such guarantees, pledges and grants of security interests, and the terms of each of the Security Documents to which each Credit Party is a party, shall continue to be in full force and effect, including to guarantee and secure the Obligations (including, without limitation, the Tranche B-5 Term Loans). For the avoidance of doubt, on and after the Amendment No. 9 Effective Date, this Amendment shall for all purposes constitute a Credit Document. (b) Each Additional Tranche B-5 Term Loan Lender party hereto (i) confirms that it has been duly executed received a copy of the Amended Credit Agreement, this Amendment and delivered by the other Credit Documents, together with such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment; (ii) agrees that it will, independently and without reliance upon the Administrative Agent, any Agent, any other Additional Tranche B-5 Term Loan Lender or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Amended Credit Party to Agreement; (iii) appoints and authorizes the Administrative Agent and the Collateral Agent to the Lenders take such action as agent on its behalf and is in full force to exercise such powers and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations discretion under or with respect to the Amended Credit Agreement and confirms the other Credit Documents as are delegated to the Administrative Agent or the Collateral Agent, as applicable, by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; and (iv) agrees that such liens and security interests secure it will perform in accordance with their terms all of the Obligations; and (c) obligations which by the Administrative Agentterms of the Amended Credit Agreement are required to be performed by it as a Lender. Upon the Amendment No. 9 Effective Date, the Collateral Agent and undersigned Additional Tranche B-5 Term Loan Lender shall become a Lender under the Lenders are Amended Credit Agreement and shall have the respective Additional Tranche B-5 Term Loan Commitment set forth next to its name on the Allocation Schedule. In addition, if an Existing Term Loan Lender has exercised its “Cashless Settlement Option” or the “Post-Closing Settlement Option” pursuant to their Consent to Amendment No. 9, the amount of such Existing Term |US-DOCS\155771128.5|| Xxxx Xxxxxx’s participation in the Tranche B-5 Term Loans may be entitled to all less than 100% of the rightsprincipal amount of such Existing Term Loan Lender’s Existing Term Loans for which such option was selected, remedies and benefits provided for in based on the Credit DocumentsAmendment No. 9 Arrangers’ allocation of the Tranche B-5 Term Loans.

Appears in 1 contract

Samples: First Lien Credit Agreement (BrightSpring Health Services, Inc.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionWithout limiting the foregoing, delivery (i) the Borrower, on behalf of itself and effectiveness of this Amendment shall noteach other Loan Party, except as expressly provided herein or as provided in the exhibits hereto, operate as acknowledges and agrees that (A) each Loan Document to which it is a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which party is hereby confirmed and ratified and shall remain in full force and effect as expressly modified hereby or as provided according to its respective terms (in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any case of the Credit Parties Agreement, as amended hereby) and (B) the Security Documents do, and all of the Collateral does, and in each case shall continue to, secure the payment of all of its Obligations (including, for the avoidance of doubt, the 2022 Incremental Term Loans made on the Amendment Effective Date) on the terms and conditions set forth in the Security Documents, and hereby confirms and, to the extent necessary, ratifies the security interests granted by it pursuant to the Security Documents to which it is a party and (ii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Guaranty with respect to all of its Obligations (including, for the avoidance of doubt, the 2022 Incremental Term Loans made on the Amendment Effective Date). ‌ ​ This Amendment shall constitute a Loan Document for purposes of the Amended Credit Agreement, including without limitation for purposes of Sections 10.14 and 10.15 thereof, and from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Agreement Agreement” in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of This Amendment shall constitute the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or notice with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all establishment of an Incremental Term Loan Facility required pursuant to Section 2.15 of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAgreement.

Appears in 1 contract

Samples: Credit Agreement (Rh)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative AgentIssuing Banks, in each case under the Existing Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Existing Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionU.S. Borrower, delivery on behalf of itself and effectiveness each Loan Guarantor, reaffirms its obligations and the obligations of this Amendment shall not, except as expressly provided herein or as provided in each Loan Guarantor under the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Loan Documents to which it is party and the Collateral Agent or the Administrative Agent under any validity of the Credit Documents, or constitute a waiver of any provision of any of Liens granted by it pursuant to the Credit Security Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit Agreement, which shall remain in full force Agreement and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 4 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each The U.S. Borrower, on behalf of itself and each of the Credit Parties Loan Guarantors, hereby consents to this Amendment and confirms that all obligations of the U.S. Borrower or each such Credit Party Loan Guarantor under the Credit Loan Documents to which the U.S. Borrower and such Credit Party Loan Guarantor is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each This Amendment shall not constitute a novation of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Existing Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsor any other Loan Document.

Appears in 1 contract

Samples: Credit Agreement (Aramark)

Effect of Amendment. Except as expressly set forth herein, this Amendment (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyand each Loan Party reaffirms its obligations under the Loan Documents to which it is party and the grant of its Liens on the Collateral made by it pursuant to the Security Documents. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent Lender or the Administrative Agent under any of the Credit Loan Documents, or constitute a waiver of any provision of any of the Credit Loan Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly effect, except to any extent modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Loan Parties from the Credit Loan Documents. From This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and from and after the Amendment No. 1 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit AgreementAgreement as amended by this Amendment. Each of the Credit Loan Parties hereby consents to this Amendment and confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsas amended hereby.

Appears in 1 contract

Samples: Credit Agreement (Ducommun Inc /De/)

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Existing Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Existing Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle the Borrower to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein agreements contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment Existing Credit Agreement or in any other document contemplated hereby shall be construed as a release Loan Document in similar or other discharge of any of the Credit Parties from the Credit Documents. different circumstances. (b) From and after the Tenth Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Amended Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the Credit Agreement shallAgreement” in any other Loan Document, unless expressly provided otherwise, shall be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect reference to the Amended Credit Agreement and confirms (ii) each reference in any Loan Document to the “Revolving Lenders”, “Revolving Loans”, “Revolving Credit Commitments” or “Revolving Facility” shall be deemed to include the Amendment No. 10 Incremental Revolving Lenders and agrees that such liens and security interests secure all of the Obligations; and Amendment No. 10 Incremental Revolving Commitments, as applicable. (c) This Amendment shall constitute a “Loan Document” for all purposes of the Administrative Agent, the Collateral Agent Amended Credit Agreement and the Lenders are other Loan Documents and shall be entitled deemed to be an “Incremental Facility Amendment” as defined in the Amended Credit Agreement. (d) Each party hereto acknowledges that this Amendment constitutes all notices or requests required under Section 2.22 and/or Section 9.02 of the rights, remedies and benefits provided for in Existing Credit Agreement. (e) This Amendment shall not constitute a novation of the Existing Credit DocumentsAgreement or any other Loan Document.

Appears in 1 contract

Samples: First Lien Credit Agreement (Bowlero Corp.)

Effect of Amendment. (a) Except as expressly set forth hereinherein or in the Amended Agreement, (i) this Amendment and Restatement Agreement shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Amended Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement Existing ARCA or any other provision of the Existing ARCA or of any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle the Borrowers to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein agreements contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment Existing ARCA, the Amended Agreement or in any other document contemplated hereby shall be construed as a release Credit Document in similar or other discharge of any of the Credit Parties from the Credit Documents. From different circumstances. (b) On and after the Amendment Second ARCA Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement Existing ARCA to “this Agreement,” ”, “hereunder,” ”, “hereof’, “herein”, or words of like import, and each reference to the “Credit Agreement” or words of like import referring to the in any other Credit Agreement shall, unless expressly provided otherwise, Document shall be deemed to refer a reference to the Amended Credit Agreement. Each This Amendment and Restatement Agreement shall constitute a “Credit Document” for all purposes of the Amended Agreement and the other Credit Parties hereby consents Documents. (c) The changes to the definition of “Applicable Margin” in Section 1.01 of the Amended Agreement effected pursuant to this Amendment and confirms that all obligations Restatement Agreement shall apply and be effective on and after the Second ARCA Effective Date. The definition of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each “Applicable Margin” in Section 1.01 of the Credit Documents to which it is a party has been duly executed Existing ARCA shall apply and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security be effective for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agentperiod ending on, but not including, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsSecond ARCA Effective Date.

Appears in 1 contract

Samples: Credit Agreement (Education Management Corporation)

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of of, or otherwise affect the rights and remedies of the Lendersof, the Collateral Agent Lenders or the Administrative Agent, in each case Agent under the Existing Credit Agreement, the Existing Guarantee and Security Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement, the Existing Guarantee and Security Agreement or any other Credit Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery and effectiveness Nothing herein shall be deemed to establish a precedent for purposes of this Amendment shall not, except as expressly provided herein or as provided in interpreting the exhibits hereto, operate as a waiver provisions of any right, power or remedy of any Lender, the Collateral Agent Credit Agreement or the Administrative Agent under Guarantee and Security Agreement or entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit DocumentsAgreement, the Guarantee and Security Agreement or any other Loan Document in similar or different circumstances. This Amendment shall not extinguish apply to and be effective only with respect to the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation provisions of the obligations outstanding under the Existing Credit Agreement, which shall remain in full force Existing Guarantee and effect as expressly modified hereby or as provided in Security Agreement and the exhibits other Loan Documents specifically referred to herein (including Exhibit A and Exhibit B hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From ). (b) On and after the Amendment Effective Date, all references each reference in the Credit Agreement and the Guarantee and Security Agreement, respectively, to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, and each reference to the Credit Agreement in any Credit Document and all references in the Credit Agreement to Guarantee and Security Agreement, respectively, this Agreement,” thereunder”, hereunder,” thereof”, hereoftherein” or words of like import referring in any other Loan Document, shall be deemed a reference to the Existing Credit Agreement shallor the Existing Guarantee and Security Agreement, unless expressly provided otherwiseas applicable, be deemed to refer to the Amended Credit Agreementas amended hereby. Each This Amendment shall constitute a “Loan Document” for all purposes of the Credit Parties hereby consents to this Amendment Agreement, the Guarantee and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Security Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit other Loan Documents.

Appears in 1 contract

Samples: First Amendment (KKR & Co. L.P.)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative AgentIssuing Banks, in each case under the Existing Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Existing Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Borrower and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in each Loan Guarantor reaffirms its obligations under the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, Loan Documents to which it is party and the Collateral Agent or the Administrative Agent under any validity of the Credit Documents, or constitute a waiver of any provision of any of Liens granted by it pursuant to the Credit Security Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit Agreement, which shall remain in full force Agreement and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 5 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of The U.S. Borrower and the Credit Parties Loan Guarantors hereby consents to this Amendment and confirms that all obligations of each such Credit Party Borrower or Loan Guarantor under the Credit Loan Documents to which such Credit Party Borrower and Loan Guarantor is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each This Amendment shall not constitute a novation of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Existing Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsor any other Loan Document.

Appears in 1 contract

Samples: Credit Agreement (Aramark)

Effect of Amendment. On the [First] Amendment Effective Date, the Loan Agreement shall be modified in accordance with this Amendment, all references to the Loan Agreement in any Loan Document shall be deemed to be references to the Loan Agreement as modified by this Amendment, and the Forbearance Agreement shall be of no further force or effect. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Loan Agreement or any other Credit Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document is hereby all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle the Borrower or Guarantor to any future consent to, delivery or waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Loan Agreement or any other Loan Document in similar or different circumstances. On and effectiveness after the [First] Amendment Effective Date, this Amendment, the Payment Guaranty, the Second Payment Guaranty, and the Equity Commitment Agreement shall each constitute a “Loan Document” for all purposes of this the Loan Agreement and the other Loan Documents and any breach of the Borrower’s obligations hereunder shall constitute an immediate Event of Default under the Loan Agreement. This Amendment shall not, except be limited as expressly provided written and nothing herein shall be deemed to constitute an amendment or as provided in the exhibits hereto, operate as a waiver of any rightother term, power provision or condition of any of the Loan Documents in any other instance than as expressly set forth herein or prejudice any right or remedy of any Lender, that Xxxxxx Xxx or Original Lender may now have or may in the Collateral Agent or the Administrative Agent future have under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Loan Waiver and [First] Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force to Multifamily Loan and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment Effective Date, all references to the Credit Security Agreement in any Credit Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documents.15

Appears in 1 contract

Samples: Multifamily Loan and Security Agreement (Sonida Senior Living, Inc.)

Effect of Amendment. (a) Except as expressly set forth hereinin this Third Amendment or in the Credit Agreement, (i) this Third Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery and effectiveness Without limiting the generality of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lenderforegoing, the Collateral Agent Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents (including all 2018 New Replacement Term B Loans and the 2018 Converted Replacement Term B Loans), in each case, as amended by this Third Amendment. Nothing herein shall be deemed to entitle the Borrower to a consent to, or the Administrative Agent under a waiver, amendment, modification or other change of, any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of agreements contained in the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution Agreement or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release Loan Document in similar or other discharge of any of the Credit Parties from the Credit Documents. From different circumstances. (b) On and after the Third Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the Credit Agreement shallin any other Loan Document, unless expressly provided otherwise, in each case shall be deemed to refer a reference to the Amended Credit AgreementAgreement as modified by this Third Amendment. Each This Third Amendment shall constitute a “Loan Document” for all purposes of the Credit Parties hereby consents to this Amendment Agreement and confirms that all obligations of such Credit Party under the other Loan Documents. (c) This Third Amendment, the Credit Agreement and the other Loan Documents to which such Credit Party is a party shall continue to apply to constitute the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of entire agreement among the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or parties hereto with respect to the Amended Credit Agreement subject matter hereof and confirms thereof and agrees that such liens supersede all other prior agreements and security interests secure all understandings, both written and verbal, among the parties hereto with respect to the subject matter hereof. (d) This Third Amendment may not be amended, modified or waived except in accordance with Section 10.01 of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit DocumentsAgreement.

Appears in 1 contract

Samples: Credit Agreement (Michaels Companies, Inc.)

Effect of Amendment. (a) Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent Lenders or the Administrative Agent, in each case Agents under the Existing Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Credit Document. Each and every term, condition, obligation, covenant and agreement contained in provision of the Existing Credit Agreement or of any other Credit Document is hereby Loan Document, all of which are ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionNothing herein shall be deemed to entitle the Borrower to a consent to, delivery and effectiveness of this Amendment shall notor a waiver, except as expressly provided herein amendment, modification or as provided in the exhibits heretoother change of, operate as a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documentsterms, conditions, obligations, covenants or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein agreements contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment Existing Credit Agreement or in any other document contemplated hereby shall be construed as a release Loan Document in similar or other discharge of any of the Credit Parties from the Credit Documents. different circumstances. (b) From and after the Amendment Effective Date, all references to the Credit Agreement in any Credit Document and all references (i) each reference in the Amended Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof”, “herein”, or words of like import referring import, and each reference to the Credit Agreement shallAgreement” in any other Loan Document, unless expressly provided otherwise, shall be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect reference to the Amended Credit Agreement and confirms (ii) each reference in any Loan Document to the “Term Lenders”, “Term Loans”, “Term Loan Commitments” or “Term Facility” shall be deemed to include the 2024 Incremental Term Loan Lenders, 2024 Incremental Term Loans and agrees that such liens and security interests secure all of the Obligations; and 2024 Incremental Term Loan Commitments, as applicable. (c) This Amendment shall constitute a “Loan Document” for all purposes of the Administrative Agent, the Collateral Agent Amended Credit Agreement and the Lenders are other Loan Documents and shall be entitled deemed to be an “Incremental Facility Amendment” as defined in the Amended Credit Agreement. (d) Each party hereto acknowledges that this Amendment constitutes all notices or requests required under Section 2.22 and/or Section 9.02 of the rightsExisting Credit Agreement. (e) The Administrative Agent and each 2024 Incremental Term Lender party hereto consents to an initial Interest Period for the 2024 Incremental Term Loans beginning on the Amendment Effective Date and ending on the last day of the Interest Period then in effect with respect to the Amendment No. 8 Term Loans (including the Amendment No. 9 Incremental Term Loans) outstanding immediately prior to the effectiveness of this Amendment (and, remedies and benefits provided for the avoidance of doubt, the Adjusted Term SOFR Rate applicable to such 2024 Incremental Term Loans for such initial Interest Period will be the same as the Adjusted Term SOFR Rate then in effect for such Amendment No. 8 Term Loans). (f) This Amendment shall not constitute a novation of the Existing Credit DocumentsAgreement or any other Loan Document.

Appears in 1 contract

Samples: First Lien Credit Agreement (Lucky Strike Entertainment Corp)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Administrative Agent or the Administrative any other Agent, in each case under the Original Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Original Credit Agreement or any other Credit provision of either such agreement or any other Loan Document. Each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The execution, delivery Each Loan Party reaffirms its obligations under the Loan Documents to which it is party and effectiveness the validity of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as a waiver of any right, power or remedy of any Lender, guarantees and Liens granted by it pursuant to the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations constitute a Loan Document for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation purposes of the obligations outstanding under the Amended Credit AgreementAgreement and, which shall remain in full force and effect as expressly modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Credit Parties from the Credit Documents. From and after the Amendment No. 1 Effective Date, (x) all references to the Original Credit Agreement or Amended Credit Agreement in any Credit Loan Document and all references in the Original Credit Agreement or Amended Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Original Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement and (y) all references to any other Loan Document amended hereby in any Loan Document and all references in such Loan Document to “this Agreement”, “hereunder”, “hereof” or words of like import referring to such Loan Document, shall, unless expressly provided otherwise, refer to such Loan Document as amended by this Amendment. Each of the Credit Loan Parties hereby (i) consents to this Amendment and Amendment, (ii) confirms that all obligations of such Credit Loan Party under the Credit Loan Documents to which such Credit Loan Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies Agreement and reaffirms (aiii) agrees that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or all security interests in its properties granted by it pursuant to any Loan Document shall secure the Senior Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit other Loan Documents.

Appears in 1 contract

Samples: Credit Agreement (Jazz Pharmaceuticals PLC)

Effect of Amendment. Except as expressly set forth herein, (i) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Collateral Agent or the Administrative Agent, in each case under the Credit Agreement or any other Credit Loan Document, and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Credit Loan Document. Each Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Credit Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect as expressly amended herebyeffect. The executionWithout limiting the foregoing, delivery Holdings and effectiveness of this Amendment shall not, except as expressly provided herein or as provided in the exhibits hereto, operate as Borrower and each other Loan Party acknowledges and agrees that (A) each Loan Document to which it is a waiver of any right, power or remedy of any Lender, the Collateral Agent or the Administrative Agent under any of the Credit Documents, or constitute a waiver of any provision of any of the Credit Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which party is hereby confirmed and ratified and shall remain in full force and effect as expressly modified hereby or as provided according to its respective terms (in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any case of the Credit Parties Agreement, as amended hereby) and (B) the Collateral Documents do, and all of the Collateral does, and in each case shall continue to, secure the payment of all of its Obligations (including, for the avoidance of doubt, Obligations under the New Revolving Credit Commitments established on the Amendment No. 2 Effective Date) on the terms and conditions set forth in the Collateral Documents, and hereby confirms and, to the extent necessary, ratifies the security interests granted by it pursuant to the Collateral Documents to which it is a party and (ii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Guaranty with respect to all of its Obligations (including, for the avoidance of doubt, Obligations under the New Revolving Credit Commitments established on the Amendment No. 2 Effective Date). THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. This Amendment shall constitute a Loan Document, and the provisions of Sections 11.15, 11.16(b) and 11.17 shall be deemed incorporated herein mutatis mutandis, and from the Credit Documents. From and after the Amendment No. 2 Effective Date, all references to the Credit Agreement in any Credit Loan Document and all references in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement Agreement, shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. Each of the Credit Parties hereby consents to this Amendment and confirms that all obligations of such Credit Party under the Credit Documents to which such Credit Party is a party shall continue to apply to the Amended Credit Agreement. Each Credit Party hereby ratifies and reaffirms (a) that each of the Credit Documents to which it is a party has been duly executed and delivered by such Credit Party to the Administrative Agent and to the Lenders and is in full force and effect as of the date hereof, (b) its grant of liens on or security interests in its properties pursuant to the Credit Documents as security for the Obligations under or with respect to the Amended Credit Agreement and confirms and agrees that such liens and security interests secure all of the Obligations; and (c) the Administrative Agent, the Collateral Agent and the Lenders are and shall be entitled to all of the rights, remedies and benefits provided for in the Credit Documentsas amended by this Amendment.

Appears in 1 contract

Samples: Credit Agreement (Dun & Bradstreet Holdings, Inc.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!