Common use of Further Agreements and Representations Clause in Contracts

Further Agreements and Representations. Each Borrower does hereby: (a) ratify, confirm and acknowledge that, as amended hereby, the Loan Agreement and all Other Agreements are valid, binding and in full force and effect; (b) covenant and agree to perform all obligations of such Borrower contained herein, in the Loan Agreement and in the Other Agreements, as amended hereby; (c) acknowledge and agree that as of the date hereof, such Borrower has no defense, set-off, counterclaim or challenge against the payment of any sums owing under the Loan Agreement or any of the Other Agreements or the enforcement of any of the terms or conditions thereof; (d) represent and warrant that no Default or Event of Default exists under the Loan Agreement; (e) acknowledge and agree that nothing contained herein and no actions taken pursuant to the terms hereof is intended to constitute a novation of the Loan Agreement or any of the Other Agreements, and does not constitute a release, termination or waiver of any of the liens, security interests, rights or remedies granted to Agent therein, which liens, security interests, rights and remedies are hereby ratified, confirmed, extended and continued as security for the Liabilities as amended; and (f) acknowledge and agree that such Borrower’s failure to comply with or perform any of its covenants, agreements or obligations contained in this Amendment shall constitute an Event of Default under the Loan Agreement and each of the Other Documents as amended.

Further Agreements and Representations. Each Borrower does of the Loan Parties hereby, jointly and severally: (a) ratifyratifies, confirm confirms and acknowledge thatacknowledges that the Credit Agreement, as amended hereby, the Loan Agreement and all Other Agreements are other Loan Documents to which it is party continue to be valid, binding and in full force and effecteffect as of the date hereof, and enforceable in accordance with their terms subject to applicable bankruptcy, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity; (b) covenant covenants and agree agrees to perform all of their respective obligations of such Borrower contained herein, in under the Loan Agreement and in the Other AgreementsCredit Agreement, as amended hereby, and all other Loan Documents to which it is party; (c) acknowledge acknowledges and agree agrees that as of the date hereof, such Borrower no Loan Party has no any defense, set-off, counterclaim or challenge against the payment of any sums owing under to the Loan Agreement Administrative Agent or any of the Other Agreements Lenders or the enforcement of any of the terms of the Credit Agreement, as amended hereby, or conditions thereofany of the other Loan Documents to which it is party; (d) represent acknowledges and warrant agrees that no Default all Loans presently or Event of Default exists hereafter outstanding under the Loan AgreementDocuments shall continue to be secured by the Collateral granted by it; (e) acknowledge acknowledges and agree agrees that nothing contained herein and no actions taken pursuant to the terms hereof is intended to this First Amendment Agreement does not constitute a novation of the Loan Agreement or any of the Other AgreementsLoans; (f) ratifies, confirms and does not constitute a release, termination or waiver of any of the liens, security interests, rights or remedies granted to Agent therein, which liens, security interests, continues all rights and remedies are hereby ratified, confirmed, extended granted by the Loan Parties to the Administrative Agent and continued as security for the Liabilities as amendedLenders in the Loan Documents to which it is party; and (fg) acknowledge ratifies and agree that such Borrower’s failure to comply with or perform any of its covenants, agreements or obligations contained in this Amendment shall constitute an Event of Default under confirms all waivers made by the Loan Agreement and each of Parties in the Other Loan Documents as amendedto which it is party.

Further Agreements and Representations. Each Borrower does of the Loan Parties hereby, jointly and severally: (a) ratifyratifies, confirm confirms and acknowledge thatacknowledges that the Credit Agreement, as amended hereby, the Loan Agreement and all Other Agreements are other Loan Documents to which it is party continue to be valid, binding and in full force and effecteffect as of the date hereof, and enforceable in accordance with their terms subject to applicable bankruptcy, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity; (b) covenant covenants and agree agrees to perform all of their respective obligations of such Borrower contained herein, in under the Loan Agreement and in the Other AgreementsCredit Agreement, as amended hereby, and all other Loan Documents to which it is party; (c) acknowledge acknowledges and agree agrees that as of the date hereof, such Borrower no Loan Party has no any defense, set-off, counterclaim or challenge against the payment of any sums owing under to the Loan Agreement Administrative Agent or any of the Other Agreements Lenders or the enforcement of any of the terms of the Credit Agreement, as amended hereby, or conditions thereofany of the other Loan Documents to which it is party; (d) represent acknowledges and warrant agrees that no Default all Loans presently or Event of Default exists hereafter outstanding under the Loan AgreementDocuments shall continue to be secured by the Collateral granted by it; (e) acknowledge acknowledges and agree agrees that nothing contained herein and no actions taken pursuant to the terms hereof is intended to this Third Amendment Agreement does not constitute a novation of the Loan Agreement or any of the Other AgreementsLoans; (f) ratifies, confirms and does not constitute a release, termination or waiver of any of the liens, security interests, rights or remedies granted to Agent therein, which liens, security interests, continues all rights and remedies are hereby ratified, confirmed, extended granted by the Loan Parties to the Administrative Agent and continued as security for the Liabilities as amendedLenders in the Loan Documents to which it is party; and (fg) acknowledge ratifies and agree that such Borrower’s failure to comply with or perform any of its covenants, agreements or obligations contained in this Amendment shall constitute an Event of Default under confirms all waivers made by the Loan Agreement and each of Parties in the Other Loan Documents as amendedto which it is party.

Further Agreements and Representations. Each Borrower does of the Loan Parties hereby, jointly and severally: (a) ratifyratifies, confirm confirms and acknowledge thatacknowledges that the Credit Agreement, as amended hereby, the Loan Agreement and all Other Agreements are other Loan Documents to which it is party continue to be valid, binding and in full force and effecteffect as of the date hereof, and enforceable in accordance with their terms subject to applicable bankruptcy, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity; (b) covenant covenants and agree agrees to perform all of their respective obligations of such Borrower contained herein, in under the Loan Agreement and in the Other AgreementsCredit Agreement, as amended hereby, and all other Loan Documents to which it is party; (c) acknowledge acknowledges and agree agrees that as of the date hereof, such Borrower no Loan Party has no any defense, set-off, counterclaim or challenge against the payment of any sums owing under to the Loan Agreement Administrative Agent or any of the Other Agreements Lenders or the enforcement of any of the terms of the Credit Agreement, as amended hereby, or conditions thereofany of the other Loan Documents to which it is party; (d) represent acknowledges and warrant agrees that no Default all Loans presently or Event of Default exists hereafter outstanding under the Loan AgreementDocuments shall continue to be secured by the Collateral granted by it; (e) acknowledge acknowledges and agree agrees that nothing contained herein and no actions taken pursuant to the terms hereof is intended to this Second Amendment Agreement does not constitute a novation of the Loan Agreement or any of the Other AgreementsLoans; (f) ratifies, confirms and does not constitute a release, termination or waiver of any of the liens, security interests, rights or remedies granted to Agent therein, which liens, security interests, continues all rights and remedies are hereby ratified, confirmed, extended granted by the Loan Parties to the Administrative Agent and continued as security for the Liabilities as amendedLenders in the Loan Documents to which it is party; and (fg) acknowledge ratifies and agree that such Borrower’s failure to comply with or perform any of its covenants, agreements or obligations contained in this Amendment shall constitute an Event of Default under confirms all waivers made by the Loan Agreement and each of Parties in the Other Loan Documents as amendedto which it is party.