Joinder of New Borrowers. (a) By its signature hereto, each New Borrower joins the Credit Agreement as a Borrower and a Guarantor thereunder and agrees to be bound by all of the terms thereof, and hereby agrees that it is, and for all purposes after the date hereof shall be, a party to the Credit Agreement and each of the other Credit Documents as a Borrower and a Guarantor as if it were an original signatory to the Credit Agreement. Each New Borrower hereby assumes all of the obligations of a Borrower and a Guarantor under the Credit Agreement and each of the other Credit Documents to which the Credit Parties are party. Each New Borrower hereby ratifies and affirms as of the date hereof each and every term, representation, warranty, covenant and condition set forth in the Credit Agreement and each of the other Credit Documents which are applicable to Borrowers or Guarantors and agrees to be bound by all of the terms, provisions and conditions contained therein which are applicable to Borrowers or Guarantors. On and as of the date hereof, each reference to a “Borrower”, a “Guarantor” or a “Credit Party” in the Credit Agreement or any other Credit Document shall be deemed to include each New Borrower.
(b) Without limiting the generality of the foregoing, each New Borrower hereby (i) becomes a party to the U.S. Security Agreement as a Grantor thereunder with the same force and effect as if originally named therein as a Grantor and, without limiting the generality of the foregoing, hereby unconditionally grants, assigns as security, and pledges to Collateral Agent, for the benefit of the Secured Parties, a continuing lien on and security interest in such New Borrower’s right, title, and interest in and to the Collateral, whether now owned or hereafter acquired or arising and wherever located, as collateral security for the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of the Secured Obligations, and (ii) expressly assumes all obligations and liabilities of a Grantor thereunder.
Joinder of New Borrowers. Each of the Credit Parties (that is not one of the Existing Credit Parties) hereby joins in and assumes all obligations and liabilities of Existing Credit Parties (or any of them) arising under or in connection with the Existing Loan Documents and agrees to be jointly and severally liable with Existing Credit Parties for all such obligations and liabilities irrespective of when such obligations and liabilities first arose or accrued.
Joinder of New Borrowers. In accordance with the Credit Agreement, each New Borrower by its signature below becomes a Borrower under the Credit Agreement with the same force and effect as if originally named therein as a Borrower, and each New Borrower hereby agrees to all the terms and provisions of the Credit Agreement applicable to it as a Borrower thereunder. Each reference to a “Borrower” in the Credit Agreement shall be deemed to include New Borrowers. The Credit Agreement is hereby incorporated herein by reference.
Joinder of New Borrowers. Each of (a) ABFICO NETHERLANDS DISTRIBUTION B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands, having its corporate seat (statutaire zetel) in Rotterdam and its registered office at Xxxxxxxxxxxxxxx 00, 0000XX Xxxxxxxxx, xxx Xxxxxxxxxxx and registered with the Chamber of Commerce (Xxxxx van Koophandel) under number 20150645 (the “Dutch Borrower”) and (b) AFH STORES UK LIMITED, a private limited company incorporated in England and Wales with company number 06423604 (the “UK Borrower”; and together with Dutch Borrower, each, a “New Borrower” and collectively, the “New Borrowers”) by its signature below hereby (i) joins the execution of, and becomes a party to, the Credit Agreement, (ii) covenants and agrees to be bound by all covenants, agreements, liabilities and acknowledegments of a Borrower under the Credit Agreement, as of the date hereof (other than covenants, agreements, liabilities and acknowledgments that relate solely to an earlier date), with the same force and effect as if it was a signatory to the Credit Agreement and was expressly named as a Borrower therein, (iii) makes all representations, warranties, and other statements of a Borrower under the Credit Agreement, as of the date hereof (other than representations, warranties and other statements that relate solely to an earlier date), in each case, with the same force and effect as if it was a signatory to the Credit Agreement and was expressly named as a Borrower therein and (iv) assumes and agrees to perform all applicable duties and obligations of the other Borrowers named therein as and to the extent set forth in Section 10.29 of the Credit Agreement.
Joinder of New Borrowers. By their signatures below, and subject to the satisfaction of the other 2007 Permitted Acquisition Conditions, each New Borrower becomes a Borrower under the Credit Agreement with the same force and effect as if originally named therein as a Borrower, and each New Borrower hereby agrees to all the terms and provisions of the Credit Agreement applicable to it as a Borrower thereunder. Each reference to “Borrower” or “Borrowers” in the Credit Agreement shall be deemed to include each New Borrower. Upon the effectiveness of the joinder of each New Borrower to the Credit Agreement, each New Borrower shall be directly and primarily liable as a Borrower for all of the Obligations now or hereafter owing under the Credit Agreement and the other Credit Documents. The Obligations owing by each New Borrower shall be evidenced by the Credit Agreement, the Notes and the other Credit Documents. The parties hereto agree to execute and deliver such instruments, assignments or documents as are necessary under Applicable Law to give effect to or carry out the intent and purposes of the joinder of each New Borrower.
Joinder of New Borrowers. By execution and delivery of this Amendment, each of the Parent, U.K. Holdco, U.S. Holdco, CATM USA and CATM UK hereby (i) becomes a party to the Credit Agreement as a Borrower and (A) in the case of the Parent, U.K. Holdco, U.S. Holdco and CATM USA, a Credit Facility Guarantor and (B) in the case of CATM UK, a CFC Guarantor, (ii) agrees to be bound by all applicable obligations and liabilities of a Borrower and a Credit Facility Guarantor or a CFC Guarantor, as applicable, under the Credit Agreement and (iii) makes as of the date hereof each of the representations and warranties made by the Obligors in the Credit Agreement as such representations and warranties relate to such Person.
Joinder of New Borrowers. As of the Amendment Effective Date (as defined below), the New Borrowers shall be designated U.S. Borrowers.
Joinder of New Borrowers. By its execution and delivery of this Amendment, each New Borrower hereby assumes all of the rights and obligations of the Borrower under the Credit Agreement and the other Loan Documents as if an original Borrower thereunder. As of the Effective Date, each reference in any Loan Document to “Borrower” shall also mean and be a reference to the New Borrowers in addition to, and collectively with, the Existing Borrower. Each New Borrower hereby grants to (and subjects to the control of) the Agent, for the benefit of the Agent, Issuing Lenders and the Lenders, and agrees to maintain, a first priority security interest in all such cash, deposit accounts and all balances therein, and all other property so provided or to be provided as collateral pursuant to Section 2.11 of the Credit Agreement, and in all proceeds of the foregoing, all as security for the obligations to which such Cash Collateral may be applied pursuant to Section 2.11(c) of the Credit Agreement.
Joinder of New Borrowers. Each New Borrower hereby irrevocably acknowledges and agrees that (a) it is a "Borrower" within the meaning of, and subject to, the Loan Agreement and each other Loan Document, and (b) each reference to "Borrower" or "Borrowers" in the Loan Agreement or any other Loan Document shall include such New Borrower. Each New Borrower shall be and hereby agrees to be bound by each Loan Document as if a signatory to each such Loan Document on the Closing Date (or on any other date on which any other Loan Document was executed), and each New Borrower shall comply with, and be subject to, all of the terms, conditions, covenants, agreements and obligations set forth in each such Loan Document. Each New Borrower acknowledges that it has received a copy of each of the Loan Documents and that it has read and understands the terms thereof. Without limiting the foregoing, each New Borrower hereby acknowledges and agrees that, pursuant to and subject to the conditions of Section 7.2(c) of the Loan Agreement, Agent is hereby authorized to file one or more financing statements, without the signature of such New Borrower, naming such New EXHIBIT 10.108 Borrower as "debtor," Agent and/or Lenders as "secured party," and describing the "collateral" therein as the Collateral, in each New Borrower's jurisdiction of organization and any other jurisdictions that Agent determines, in its reasonable discretion, are necessary to perfect Agent's and the Lenders' security interests in and Lien upon the Collateral.
Joinder of New Borrowers. Each New Borrower hereby acknowledges, agrees and confirms that, by its execution of this Amendment, such New Borrower will be deemed to be a party to the Credit Agreement and a “Borrower” for all purposes of the Credit Agreement and the other Loan Documents, and shall have all of the obligations of a Borrower thereunder as if it had executed the Existing Credit Agreement and such other Loan Documents. Each New Borrower hereby ratifies, as of the date hereof, and agrees to be bound by, all of the terms, provisions and conditions applicable to the Borrowers contained in the Credit Agreement. Without limiting the generality of the foregoing terms of this Section 3.1 but subject to Section 2.19(i) of the Existing Credit Agreement, each New Borrower hereby (i) jointly and severally together with the other Borrowers, agrees to promptly pay and perform the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration or otherwise) strictly in accordance with the terms thereof.
