Existing Obligations; Amendment and Restatement. (a) Borrowers, Agent, and the Lenders acknowledge that effective as of the Closing Date all “Letters of Credit” (as defined in and used under the Existing Credit Agreement), if any, will constitute Letters of Credit under this Agreement with the same effect issued by Issuing Lender or an Underlying Issuer at the request of Borrowers on the Closing Date. Borrowers, Agent, and the Lenders further acknowledge that effective as of the Closing Date, all interest, fees, expenses, and other Existing Obligations that remain unpaid and outstanding as of the Closing Date will be assumed by Borrowers and remain outstanding and payable under this Agreement and the other Loan Documents. Each Borrower acknowledges that all Obligations outstanding as of the Closing Date constitute valid and binding obligations of such Borrower, without offset, counterclaim, defense, or recoupment of any kind, except as enforcement may be limited by equitable principles or by bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or limiting creditor’s rights generally. (b) On the Closing Date, the Existing Credit Agreement will be amended and restated in its entirety by this Agreement and the Existing Credit Agreement will thereafter be of no further force and effect, but this Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or to evidence payment of all of any portion of such obligations and liabilities. (c) The terms and conditions of this Agreement and Agent’s and Lenders’ rights and remedies under this Agreement and the other Loan Documents apply to all of the Obligations incurred under the Existing Credit Agreement. (d) Each Borrower hereby reaffirms the Liens granted pursuant to the Loan Documents to Agent for the benefit of the Lenders, which Liens will continue in full force and effect during the term of this Agreement and any renewals thereof will continue to secure the Obligations. (e) On and after the Closing Date, (i) all references to the Existing Credit Agreement in the Loan Documents (other than this Agreement) will be deemed to refer to the Existing Credit Agreement as amended and restated by this Agreement; (ii) all references to any section (or subsection) of the Existing Credit Agreement in any Loan Document (but not this Agreement) will be deemed amended, mutatis mutandis, to refer to the corresponding provisions of this Agreement; and (iii) except as the context otherwise requires, on and after the Closing Date all references in this Agreement to this Agreement (including for purposes of indemnification and reimbursement fees) will be deemed to be references to the Existing Credit Agreement as amended and restated by this Agreement. (f) The amendment and restatement effected by this Agreement is limited as written and is not a consent to any other amendment, restatement, or waiver or other modification, whether or not similar, and except as expressly provided in this Agreement or in any other Loan Document, all terms and conditions of the Loan Documents remain in full force and effect unless otherwise specifically amended by this Agreement or by any other Loan Document.
Appears in 3 contracts
Samples: Credit Agreement (BOISE CASCADE Co), Credit Agreement (BOISE CASCADE Co), Credit Agreement (BOISE CASCADE Co)
Existing Obligations; Amendment and Restatement. (a) Borrowers, Agent, and the Lenders acknowledge that effective as of the Closing Date all “Letters of Credit” (as defined in and used issued under the Existing Credit Agreement), if any, will constitute Letters of Credit under this Agreement with the same effect issued by Issuing Lender or an Underlying Issuer Bank at the request of Borrowers on the Closing Date. Borrowers, Agent, and the Lenders further acknowledge that effective as of the Closing Date, Date all interest, fees, expenses, and other Existing Obligations that remain unpaid and outstanding as of the Closing Date will be assumed by Borrowers and remain outstanding and payable under this Agreement and the other Loan Documents. Each Borrower acknowledges that all Obligations outstanding as of the Closing Date constitute valid and binding obligations of such Borrower, Borrower without offset, counterclaim, defense, or recoupment of any kind, except as enforcement may be limited by equitable principles or by bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or limiting creditor’s rights generally.
(b) On the Closing Date, the Existing Credit Agreement will be amended and restated in its entirety by this Agreement and the Existing Credit Agreement will thereafter be of no further force and effect, but this Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or to evidence payment of all of or any portion of such obligations and liabilities.
(c) The terms and conditions of this Agreement and Agent’s and the Lenders’ rights and remedies under this Agreement and the other Loan Documents apply to all of the Obligations incurred under the Existing Credit Agreement.
(d) Each Borrower hereby reaffirms the Liens granted pursuant to the Loan Documents to Agent for the benefit of the Lenders, which Liens Xxxxx will continue in full force and effect during the term of this Agreement and any renewals thereof and will continue to secure the Obligations.
(e) On and after the Closing Date, (i) all references to the Existing Credit Agreement in the Loan Documents (other than this Agreement) will be deemed to refer to the Existing Credit Agreement as amended and restated by this Agreement; (ii) all references to any section (or subsection) of the Existing Credit Agreement in any Loan Document (but not in this Agreement) will be deemed amended, mutatis mutandis, to refer to the corresponding provisions of this Agreement; and (iii) except as the context otherwise requires, on and or after the Closing Date all references in this Agreement to this Agreement (including for purposes of indemnification and reimbursement of fees) will be deemed to be references to the Existing Credit Agreement as amended and restated by this Agreement.
(f) The amendment and restatement effected by this Agreement is limited as written and is not a consent to any other amendment, restatement, or waiver or other modification, whether or not similar, and and, except as expressly provided in this Agreement or in any other Loan Document, all terms and conditions of the Loan Documents remain in full force and effect unless otherwise specifically amended by this Agreement or by any other Loan Document.
Appears in 1 contract
Samples: Credit Agreement
Existing Obligations; Amendment and Restatement. (a) Borrowers, Agent, and the Lenders acknowledge that effective as of the Closing Date all “Letters of Credit” (as defined in and used under the Existing Credit Agreement), if any, will constitute Letters of Credit under this Agreement with the same effect issued by Issuing Lender or an Underlying Issuer at the request of Borrowers on the Closing Date. Borrowers, Agent, and the Lenders further acknowledge that effective as of the Closing Date, all interest, fees, expenses, and other Existing Obligations that remain unpaid and outstanding as of the Closing Date will be assumed by Borrowers and remain outstanding and payable under this Agreement and the other Loan Documents. Each Borrower acknowledges that all Obligations outstanding as of the Closing Date constitute valid and binding obligations of such Borrower, without offset, counterclaim, defense, or recoupment of any kind, except as enforcement may be limited by equitable principles or by bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or limiting creditor’s rights generally.
(b) On the Closing Date, the Existing Credit Agreement will be amended and restated in its entirety by this Agreement and the Existing Credit Agreement will thereafter be of no further force and effect, but this Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or to evidence payment of all of any portion of such obligations and liabilities.
(c) The terms and conditions of this Agreement and Agent’s and Lenders’ rights and remedies under this Agreement and the other Loan Documents apply to all of the Obligations incurred under the Existing Credit Agreement.
(d) Each Borrower hereby reaffirms the Liens granted pursuant to the Loan Documents to Agent for the benefit of the Lenders, which Liens will continue in full force and effect during the term of this Agreement and any renewals thereof will continue to secure the Obligations.
(e) On and after the Closing Date, (i) all references to the Existing Credit Agreement in the Loan Documents (other than this Agreement) will be deemed to refer to the Existing Credit Agreement as amended and restated by this Agreement; (ii) all references to any section (or subsection) of the Existing Credit Agreement in any Loan Document (but not this Agreement) will be deemed amended, mutatis mutandis, to refer to the corresponding provisions of this Agreement; and (iii) except as the context otherwise requires, on and after the Closing Date all references in this Agreement to this Agreement (including for purposes of indemnification and reimbursement fees) will be deemed to be references to the Existing Credit Agreement as amended and restated by this Agreement.
(f) The amendment and restatement effected by this Agreement is limited as written and is not a consent to any other amendment, restatement, or waiver or other modification, whether or not similar, and except as expressly provided in this Agreement or in any other Loan Document, all terms and conditions of the Loan Documents remain in full force and effect unless otherwise specifically amended by this Agreement or by any other Loan Document.. 127255152_10
Appears in 1 contract
Samples: Credit Agreement (BOISE CASCADE Co)
Existing Obligations; Amendment and Restatement. (a) Borrowers, Agent, and the Lenders acknowledge that effective as of the Closing Date all “Letters of Credit” (as defined in and used issued under the Existing Credit Agreement), if any, will constitute Letters of Credit under this Agreement with the same effect issued by Issuing Lender or an Underlying Issuer Bank at the request of Borrowers on the Closing Date. Borrowers, Agent, and the Lenders further acknowledge that effective as of the Closing Date, Date all interest, fees, expenses, and other Existing Obligations that remain unpaid and outstanding as of the Closing Date will be assumed by Borrowers and remain outstanding and payable under this Agreement and the other Loan Documents. Each Borrower acknowledges that all Obligations outstanding as of the Closing Date constitute valid and binding obligations of such Borrower, Borrower without offset, counterclaim, defense, or recoupment of any kind, except as enforcement may be limited by equitable principles or by bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or limiting creditor’s rights generally.
(b) On the Closing Date, the Existing Credit Agreement will be amended and restated in its entirety by this Agreement and the Existing Credit Agreement will thereafter be of no further force and effect, but this Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or to evidence payment of all of or any portion of such obligations and liabilities.
(c) The terms and conditions of this Agreement and Agent’s and the Lenders’ rights and remedies under this Agreement and the other Loan Documents apply to all of the Obligations incurred under the Existing Credit Agreement.
(d) Each Borrower hereby reaffirms the Liens granted pursuant to the Loan Documents to Agent for the benefit of the Lenders, which Liens will continue in full force and effect during the term of this Agreement and any renewals thereof and will continue to secure the Obligations.
(e) On and after the Closing Date, (i) all references to the Existing Credit Agreement in the Loan Documents (other than this Agreement) will be deemed to refer to the Existing Credit Agreement as amended and restated by this Agreement; (ii) all references to any section (or subsection) of the Existing Credit Agreement in any Loan Document (but not in this Agreement) will be deemed amended, mutatis mutandis, to refer to the corresponding provisions of this Agreement; and (iii) except as the context otherwise requires, on and or after the Closing Date all references in this Agreement to this Agreement (including for purposes of indemnification and reimbursement of fees) will be deemed to be references to the Existing Credit Agreement as amended and restated by this Agreement.
(f) The amendment and restatement effected by this Agreement is limited as written and is not a consent to any other amendment, restatement, or waiver or other modification, whether or not similar, and and, except as expressly provided in this Agreement or in any other Loan Document, all terms and conditions of the Loan Documents remain in full force and effect unless otherwise specifically amended by this Agreement or by any other Loan Document.
Appears in 1 contract
Existing Obligations; Amendment and Restatement. (a) Borrowers, Agent, and the Lenders acknowledge that effective as of the Closing Date all “Letters of Credit” (as defined in and used under the Existing Credit Agreement), if any, will constitute Letters of Credit under this Agreement with the same effect issued by Issuing Lender or an Underlying Issuer at the request of Borrowers on the Closing Date. Borrowers, Agent, and the Lenders further acknowledge that effective as of the Closing Date, all interest, fees, expenses, and other Existing Obligations that remain unpaid and outstanding as of the Closing Date will be assumed by Borrowers and remain outstanding and payable under this Agreement and the other Loan Documents. Each Borrower acknowledges that all Obligations outstanding as of the Closing Date constitute valid and binding obligations of such Borrower, without offset, counterclaim, defense, or recoupment of any kind, except as enforcement may be limited by equitable principles or by bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or limiting creditor’s rights generally.
(b) On the Closing Date, the Existing Credit Agreement will be amended and restated in its entirety by this Agreement and the Existing Credit Agreement will thereafter be of no further force and effect, but this Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or to evidence payment of all of any portion of such obligations and liabilities.
(c) The terms and conditions of this Agreement and Agent’s and Lenders’ rights and remedies under this Agreement and the other Loan Documents apply to all of the Obligations incurred under the Existing Credit Agreement.
(d) Each Borrower hereby reaffirms the Liens granted pursuant to the Loan Documents to Agent for the benefit of the Lenders, which Liens will continue in full force and effect during the term of this Agreement and any renewals thereof will continue to secure the Obligations.
(e) On and after the Closing Date, (i) all references to the Existing Credit Agreement in the Loan Documents (other than this Agreement) will be deemed to refer to the Existing Credit Agreement as amended and restated by this Agreement; (ii) all references to any section (or subsection) of the Existing Credit Agreement in any Loan Document (but not this Agreement) will be deemed amended, mutatis mutandis, to refer to the corresponding provisions of this 127044148_2 Agreement; and (iii) except as the context otherwise requires, on and after the Closing Date all references in this Agreement to this Agreement (including for purposes of indemnification and reimbursement fees) will be deemed to be references to the Existing Credit Agreement as amended and restated by this Agreement.
(f) The amendment and restatement effected by this Agreement is limited as written and is not a consent to any other amendment, restatement, or waiver or other modification, whether or not similar, and except as expressly provided in this Agreement or in any other Loan Document, all terms and conditions of the Loan Documents remain in full force and effect unless otherwise specifically amended by this Agreement or by any other Loan Document.
Appears in 1 contract
Samples: Credit Agreement (BOISE CASCADE Co)
Existing Obligations; Amendment and Restatement. (a) BorrowersThe Borrower, the Administrative Agent, and the Lenders acknowledge that effective as of the Closing Date all and upon the satisfaction of the conditions precedent to the making of the Term Loan under this Agreement, the following will occur: (i) a portion of the aggregate principal balance of the “Letters of CreditRevolving Credit Loans” (under and as defined in and used under the Existing Credit Agreement), if any, Agreement that remains unpaid and outstanding as of the Closing Date (immediately before giving effect to the making of the Term Loan) in an amount equal to the total Term Loan Commitment as of the Closing Date will be converted into and will constitute Letters the Term Loan and will be deemed for all purposes part of Credit the Obligations owing under this Agreement with (that converted amount, the same effect issued by Issuing Lender or an Underlying Issuer at “Term Loan Converted Amount”); and (ii) the request remaining aggregate principal balance of Borrowers on the “Revolving Credit Loans” under and as defined in the Existing Credit Agreement that remains unpaid and outstanding as of the Closing DateDate (including after giving effect to the making of the Term Loan) will be converted into and will constitute a portion of the aggregate principal balance of the Revolving Credit Loans outstanding under this Agreement and will be deemed for all purposes part of the Obligations owing under this Agreement (that converted amount, the “Revolving Credit Converted Amount”; together, the Term Loan Converted Amount and the Revolving Credit Converted Amount, the “Converted Amounts”). BorrowersThe Borrower, the Administrative Agent, and the Lenders further acknowledge that effective as of the Closing Date each of the Existing Letters of Credit shall constitute, for all purposes of this Agreement and the other Loan Documents, a Letter of Credit issued and outstanding hereunder on the Closing Date. The Borrower, the Administrative Agent, and the Lenders acknowledge all interest, fees, expenses, and expenses together with all other Existing Obligations (including, without duplication, with respect to the Converted Amounts) that remain unpaid and outstanding as of the Closing Date will shall be assumed by Borrowers the Borrower and remain outstanding and payable under this Agreement and the other Loan Documents. Each The Borrower acknowledges that all Obligations outstanding as of the Closing Date (including, without limitation, the Converted Amounts) constitute valid and binding obligations of such Borrower, the Borrower without offset, counterclaim, defense, or recoupment of any kind, except as enforcement may be limited by equitable principles or by bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or limiting creditor’s creditors’ rights generally.
(b) On the Closing Date, the Existing Credit Agreement will shall be amended and restated in its entirety by this Agreement and the Existing Credit Agreement will shall thereafter be of no further force and effect, but this Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or to evidence payment of all of or any portion of such obligations and liabilities.
(c) The terms and conditions of this Agreement and the Administrative Agent’s and the Lenders’ rights and remedies under this Agreement and the other Loan Documents apply to all of the Obligations incurred under the Existing Credit Agreement.
(d) Each The Borrower hereby reaffirms the Liens granted pursuant to the Loan Documents to the Administrative Agent for the benefit of the Lenders, which Liens will shall continue in full force and effect during the term of this Agreement and any renewals thereof will and shall continue to secure the Obligations.
(e) On and after the Closing Date, (i) all references to the Existing Credit Agreement in the Loan Documents (other than this Agreement) will shall be deemed to refer to the Existing Credit Agreement Agreement, as amended and restated by this Agreement; (ii) all references to any section (or subsection) of the Existing Credit Agreement in any Loan Document (but not this Agreementherein) will shall be deemed amendedamended to become, mutatis mutandis, to refer references to the corresponding provisions of this Agreement; and (iii) except as the context otherwise requiresprovides, on and or after the Closing Date Date, all references in this Agreement to this Agreement (including for purposes of indemnification and reimbursement of fees) will shall be deemed to be references to the Existing Credit Agreement Agreement, as amended and restated by this Agreement.
(f) The amendment and restatement effected by this Agreement is limited as written and is not a consent to any other amendment, restatement, or waiver or other modification, whether or not similar, and and, except as expressly provided in this Agreement herein or in any other Loan Document, all terms and conditions of the Loan Documents remain in full force and effect unless otherwise specifically amended by this Agreement hereby or by any other Loan Document.
Appears in 1 contract