Existing Credit Facility. The undersigned Lenders, to the extent a party to the Existing Credit Facility, agree and acknowledge that in connection with the refinancing of the loans under the Existing Credit Facility pursuant hereto, Borrower, Administrative Agent and Lenders shall make adjustments to the outstanding principal amount of “Loans” (as defined in the Existing Credit Facility) (but not any interest accrued thereon prior to the Effective Date or any accrued facility fees under the Existing Credit Facility prior to the Effective Date), including the borrowing of such additional “Loans” (which may include “Eurodollar Loans” (as defined in the Existing Credit Facility)) and the repayment of “Loans” (which may include the prepayment or conversion of “Eurodollar Loans”) plus all applicable accrued interest, fees and expenses as shall be necessary to provide for Loans by each Lender in the amount of its new Applicable Percentage of all Loans as of the Effective Date. In connection with the foregoing, each Lender shall be deemed to have made an assignment of its outstanding Loans and “Commitments” (as defined in the Existing Credit Facility) under the Existing Credit Facility, and assumed outstanding Loans and Commitments of other Lenders under the Existing Credit Facility, all at the request of the Borrower, as may be necessary to effect the foregoing, and each such Lender shall be entitled to any reimbursement under Section 2.16 hereof with respect thereto. Each of the undersigned Lenders, to the extent a party to the Existing Credit Facility, waives any requirement under the Existing Credit Facility that notice with respect to any such borrowing, prepayment or other transaction described in this Section 9.18 be given.
Existing Credit Facility. Prior to or substantially contemporaneously with the Closing Date, all outstanding “Committed Loans” of any Replaced Lenders and all accrued but unpaid interest and fees owing to any “Lender”, in each case, under the Existing Credit Agreement shall have been paid in full.
Existing Credit Facility. All loans and obligations under the Existing Credit Facility shall have been paid in full and all commitments thereunder shall have terminated.
Existing Credit Facility. Prior to, or substantially concurrently with the making of the Original Tranche B Loans, all amounts outstanding under the Existing Credit Facility shall have been repaid in full and the commitments thereunder shall have been terminated and all Liens securing such Debt shall have been terminated, on terms and conditions reasonably satisfactory to the Administrative Agent and the Arranger.
Existing Credit Facility. The Agent shall have received satisfactory proof of the Borrower’s termination of the Existing Credit Facility and any obligations of the Borrower in connection therewith on the Effective Date.
Existing Credit Facility. Administrative Agent shall have received evidence reasonably satisfactory to it that (i) concurrently with the making of the initial Loans hereunder, (x) all principal, interest and other amounts outstanding with respect to the Existing Credit Facility shall be repaid and satisfied in full, (y) all commitments to extend credit under the agreements and instruments relating thereto shall be terminated, and (z) any Liens securing the Existing Credit Facility shall be released and any related filings terminated of record, and (ii) any letters of credit outstanding with respect to the Existing Credit Facility have been terminated or canceled (or arrangements reasonably satisfactory to Administrative Agent made therefor).
Existing Credit Facility. Pursuant to Section 6.2 of the Existing Credit Facility, it is an event of default for the Borrower to create, incur or assume any Indebtedness (as such term is defined therein),or otherwise become liable with respect to any Indebtedness, subject to certain exceptions set forth therein. Existing Lender hereby consents to the Loans incurred by the Borrower hereunder and agrees that the transactions contemplated hereby shall not be deemed an event of default under Section 6.2 and Article VII of the Existing Credit Facility. Existing Lender hereby waives his rights and remedies set forth in the Existing Credit Facility, including without limitation those remedies set forth in Article VIII therein, solely with respect to the Loans granted hereunder.
Existing Credit Facility. The Existing Credit Facility shall be repaid in full and all credit facilities, security interests and other agreements relating thereto shall have been terminated (or provision for the termination thereof shall have been made) in a manner satisfactory to the Administrative Agent and the Lenders, and the Administrative Agent shall have received a pay-off letter in form and substance satisfactory to it regarding such repayment, termination and release.
Existing Credit Facility. Notwithstanding anything to the contrary in this Agreement or any other Loan Document, for purposes of this Agreement and the other Loan Documents (other than Section 3.01(i) hereof), the Existing Credit Facility (and all Liens and Guarantees relating thereto) shall be deemed to have been discharged and terminated on the Closing Date, and no Default or Event of Default shall occur on account of the Existing Credit Facility, it being understood that nothing in this Section 10.21 shall affect the condition precedent set forth in Section 3.01(i).
Existing Credit Facility. There shall exist no defaults, events of defaults or prospective defaults (based on projections provided by the Borrower) under the Existing Credit Facility and all principal, interest, fees, and any 108 other obligations under the Existing Facility shall have been, or on the Closing Date will be, paid in full.
