Common use of Estoppel, Acknowledgement and Reaffirmation Clause in Contracts

Estoppel, Acknowledgement and Reaffirmation. Each of the Loan Parties acknowledges and agrees that, as of May 2, 2016: the aggregate outstanding principal amount of the Tranche A Term Loan was not less than $12,925,000; the aggregate outstanding principal amount of the Tranche B Term Loan was not less than $22,500,000; the aggregate outstanding principal amount of all Revolving Loan was not less than $20,000,000; and the LC Exposure was $0; each of which constitutes a valid and subsisting obligation of the Loan Parties to the Lenders that is not subject to any credits, offsets, defenses, claims, counterclaims or adjustments of any kind. The Loan Parties hereby (a) acknowledge that the Anticipated Events of Default are expected to occur; (b) acknowledge their Obligations under the Credit Agreement and Loan Documents; (c) reaffirm that each of the Liens and security interests created and granted in, or pursuant to the Credit Agreement and Loan Documents is valid and subsisting; and (d) acknowledge that this Agreement shall in no manner impair or otherwise adversely affect such Obligations, Liens or security interests.

Estoppel, Acknowledgement and Reaffirmation. Each of the Loan Credit Parties hereby acknowledges and agrees that, as of May 2February 7, 2016: 2018, (a) the aggregate outstanding principal amount of the Tranche A Term Loan Revolving Exposure under the Credit Agreement was not less than $12,925,000; 11,390,834.00 (consisting of Revolving Loans in an aggregate principal amount of $4,000,000.00, Swingline Loans in an aggregate principal amount of $4,500,000.00 and LOC Obligations in an aggregate principal amount of $2,890,834.00) and (b) the aggregate outstanding principal amount of the Tranche B Term Loan was not less than $22,500,000; under the aggregate outstanding principal amount of all Revolving Loan was not less than $20,000,000; and the LC Exposure Credit Agreement was $0; 30,000,000.00, each of which constitutes a valid and subsisting obligation of the Loan Credit Parties to the Lenders that is not subject to any credits, offsets, defenses, claims, counterclaims or adjustments of any kind. The Loan Each of the Credit Parties hereby (a) acknowledge that the Anticipated Events of Default are expected to occur; (b) acknowledge their Obligations acknowledges its obligations under the Credit Agreement and Loan Documents; (c) reaffirm , reaffirms that each of the Liens and security interests created and granted in, in or pursuant to the Credit Agreement and Loan Security Documents is valid and subsisting; subsisting and (d) acknowledge agrees that this Agreement shall in no manner impair or otherwise adversely affect such Obligationsobligations, Liens or security interests, except as explicitly set forth herein.

Estoppel, Acknowledgement and Reaffirmation. Each of the Loan Credit Parties hereby acknowledges and agrees that, as of May 2March 12, 2016: 2018, (a) the Aggregate Revolving Exposure under the Credit Agreement was $14,890,834.00 (consisting of Revolving Loans in an aggregate principal amount of $4,000,000.00, Swingline Loans in an aggregate principal amount of $8,000,000.00 and LOC Obligations in an aggregate principal amount of $2,890,834.00) and (b) the aggregate outstanding principal amount of the Tranche A Term Loan was not less than $12,925,000; under the aggregate outstanding principal amount of the Tranche B Term Loan was not less than $22,500,000; the aggregate outstanding principal amount of all Revolving Loan was not less than $20,000,000; and the LC Exposure Credit Agreement was $0; 30,000,000.00, each of which constitutes a valid and subsisting obligation of the Loan Credit Parties to the Lenders that is not subject to any credits, offsets, defenses, claims, counterclaims or adjustments of any kind. The Loan Each of the Credit Parties hereby (a) acknowledge that the Anticipated Events of Default are expected to occur; (b) acknowledge their acknowledges its Obligations under the Credit Agreement and Loan Documents; (c) reaffirm , reaffirms that each of the Liens and security interests created and granted in, in or pursuant to the Credit Agreement and Loan Security Documents is valid and subsisting; subsisting and (d) acknowledge agrees that this Agreement shall in no manner impair or otherwise adversely affect such Obligations, Liens or security interests, except as explicitly set forth herein.

Estoppel, Acknowledgement and Reaffirmation. Each of the Loan Credit Parties hereby acknowledges and agrees that, as of May 2August 1, 2016: 2017, (a) the aggregate outstanding principal amount of the Tranche A Term Loan Revolving Loans under the Credit Agreement was not less than $12,925,000; 13,190,834 and (b) the aggregate outstanding principal amount of the Tranche B Term Loan was not less than $22,500,000; under the aggregate outstanding principal amount of all Revolving Loan was not less than $20,000,000; and the LC Exposure Credit Agreement was $0; 32,000,000, each of which amounts constitutes a valid and subsisting obligation of the Loan Parties Borrower to the Lenders that is not subject to any credits, offsets, defenses, claims, counterclaims or adjustments of any kind. The Loan Each of the Credit Parties hereby (a) acknowledge that the Anticipated Events of Default are expected to occur; (b) acknowledge their Obligations acknowledges its obligations under the Credit Agreement and Loan Documents; (c) reaffirm , reaffirms that each of the Liens and security interests created and granted in, in or pursuant to the Credit Agreement and Loan Security Documents is valid and subsisting; subsisting and (d) acknowledge agree that this Agreement shall in no manner impair or otherwise adversely affect such Obligationsobligations, Liens liens or security interests, except as explicitly set forth herein.