Joinder to Credit Agreement. By executing and delivering this Agreement, the New Lender hereby agrees (i) to become a party to the Credit Agreement as a Lender as defined therein and (ii) to be bound by all the terms, conditions, representations, and warranties of the Credit Agreement and the other Loan Documents applicable to Lenders, and all references to the Lenders in the Loan Documents shall be deemed to include the New Lender. Without limiting the generality of the foregoing, the New Lender hereby agrees to make Revolving Loans to the Borrower [from time to time during the Availability Period] [upon the effectiveness of this Agreement] in an aggregate principal amount that will not result in the New Lender’s Revolving Credit Exposure exceeding its Revolving Credit Commitment. The Revolving Credit Commitments of the New Lender shall be $[ ]2. 1 1 Must be at least $10,000,000 2 Must be at least $5,000,000.
Joinder to Credit Agreement. By executing and delivering a counterpart signature page to this Amendment, TETRA International Holdings Inc., a Delaware corporation (the “Joining Loan Party”), hereby becomes a party to the Credit Agreement as a “U.S. Loan Guarantor” thereunder with the same force and effect as if originally named therein as a U.S. Loan Guarantor and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a U.S. Loan Guarantor thereunder. The Joining Loan Party hereby ratifies, as of the Sixth Amendment Effective Date, and agrees to be bound by, all the terms, provisions and conditions contained in the Credit Agreement, including without limitation (a) all of the representations and warranties of the Loan Parties set forth in Article III of the Credit Agreement, (b) all of the covenants set forth in Article V and Article VI of the Credit Agreement and (c) all of the guaranty obligations set forth in Article X of the Credit Agreement. Without limiting the generality of the foregoing terms of this Section 7.1, the Joining Loan Party, subject to the limitations set forth in Section 10.10 and 10.13 of the Credit Agreement, hereby guaranties, jointly and severally, with the other Loan Guarantors, to the Administrative Agent and the Lenders, as provided in Article X of the Credit Agreement, the prompt payment and performance of the Guaranteed Obligations in full when due (after giving effect to any applicable grace or cure periods) (whether at stated maturity, as a mandatory prepayment, by acceleration or otherwise) strictly in accordance with the terms thereof and agrees that if any of the Guaranteed Obligations are not paid or performed in full when due (after giving effect to any applicable grace or cure periods) (whether at stated maturity, as a mandatory prepayment, by acceleration or otherwise), the Joining Loan Party will, jointly and severally together with the other Loan Guarantors, promptly pay and perform the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (after giving effect to any applicable grace or cure periods) (whether at extended maturity, as a mandatory prepayment, by acceleration or otherwise) in accordance with the terms of such extension or renewal.
Joinder to Credit Agreement. By executing and delivering this Agreement, the New Lender hereby agrees (i) to become a party to the Credit Agreement as a Lender as defined therein and (ii) to be bound by all the terms, conditions, representations, and warranties of the Credit Agreement and the other Loan Documents applicable to Lenders, and all references to the Lenders in the Loan Documents shall be deemed to include the New Lender. Without limiting the generality of the foregoing, [(i) the New Lender hereby agrees to make Revolving Loans to the Borrower from time to time during the Availability Period in an aggregate principal amount that will not result in the New Lender’s Revolving Exposure exceeding its Revolving Commitment and the Revolving Commitment of the New Lender as of the date hereof shall be $[ ] [and]
Joinder to Credit Agreement. (a) The New Lender hereby agrees to become a party to the Credit Agreement as extended hereby and provide a Commitment as set forth in Schedule 4 (Commitments) attached hereto on the terms and conditions set forth herein.
(b) The New Lender (i) represents and warrants that (A) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, and (B) (x) the source of any funds it is using to make any Advance is not and will not be plan assets as defined under the regulations of the Department of Labor of any Plan subject to Title I of ERISA or Section 4975 of the Code or (y) the assignment or Advance is not and will not be a non-exempt prohibited transaction as defined in Section 406 of ERISA; (ii) confirms that it has received a copy of the Credit Agreement, together with copies of the financial statements referred to in Section 4.1(e) thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement; (iii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement; (iv) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto.
(c) Pursuant to the terms hereof, the New Lender shall (i) be a party to the Credit Agreement, (ii) be a Lender for all purposes of the Credit Agreement, (iii) perform in accordance with their terms all of the obligations that by the terms of the Credit Agreement are required to be performed by it as a Lender under the Credit Agreement; and (iv) have the rights and obligations of a Lender under the Credit Agreement.
(d) The applicable address, facsimile number and electronic mail address of the New Lender for purposes of Section 9.2 of the Credit Agreement are as set forth in the New Lender’s administrative questionnaire delivered by the New Lender to the Administrative Agent on or before the date hereof or to such other address,...
Joinder to Credit Agreement. Each Grantor hereby agrees to be bound by the terms and provisions of Articles III, V and VI of the Credit Agreement as a “"Loan Party”" thereunder.
Joinder to Credit Agreement. By executing and delivering this Agreement, the New Parent hereby becomes a party to the Credit Agreement and Loan Documents as a Borrower, a Guarantor and as the Parent thereunder, with the same force and effect as if originally named therein as a Borrower, a Guarantor and as the Parent. Without limiting the generality of the foregoing, the New Parent hereby expressly agrees to undertake all obligations and liabilities of a Borrower and Guarantor thereunder and as the Parent thereunder and agrees to be bound by all covenants, waivers, agreements and obligations applicable to any Borrower, any Guarantor or the Parent pursuant to the Credit Agreement and any other Loan Document.
Joinder to Credit Agreement. This Joinder to Credit Agreement (this “Joinder”) is executed and delivered as of this day of , 20 by , a [(“New Borrower”)] [(“New Guarantor”)], in favor of PNC BANK, NATIONAL ASSOCIATION, as collateral agent and administrative agent for the Lenders (in such capacities, the “Agent”) under and as defined in the Credit Agreement referred to below. Reference is hereby made to that certain Credit Agreement, dated as of October 22, 2018 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) by and among FUNKO ACQUISITION HOLDINGS, L.L.C., a Delaware limited liability company (“Ultimate Parent”), FUNKO HOLDINGS LLC, a Delaware limited liability company (“Parent”), FUNKO, LLC, a Washington limited liability company (“Funko”), LOUNGEFLY, LLC, a California limited liability company (“Loungefly”, and together with Ultimate Parent, Parent, and Funko, collectively, the “Existing Borrowers”), each other person that executes a Joinder Agreement and becomes a “Borrower” thereunder, each subsidiary of the Parent listed as a “Guarantor” thereunder or that otherwise guaranties all or any part of the Obligations, the Agent, the lenders from time to time party thereto (the “Lenders”), PNC Capital Markets LLC and JPMorgan Chase Bank, N.A., each as a joint lead arranger, PNC Capital Markets LLC and JPMorgan Chase Bank, N.A., each as a joint bookrunner, and Bank of the West, KeyBank National Association and HSBC Bank USA, National Association, each as documentation agent. Under the terms of the Credit Agreement, New [Borrower] [Guarantor] is required, and does hereby agree, to expressly join the Credit Agreement as a [Borrower] [Guarantor], and hereby agrees that it shall be deemed a party to the Credit Agreement. Without limiting the foregoing, New [Borrower] [Guarantor] hereby agrees to be bound by, and a maker and obligor of, all representations, warranties, indemnities, undertakings, covenants, limitations, waivers, exclusions, acknowledgements and agreements under the Credit Agreement relating to, pertaining to, or binding upon, a [Borrower] [Guarantor] or made or agreed to by a [Borrower] [Guarantor] to or for the benefit of Agent and/or any of the Lenders. Without limiting the foregoing: (a) New [Borrower] [Guarantor], as security for the payment and performance in full of the Obligations, does hereby grant, collaterally assign, and pledge to Agent, for the ratable benefit of the Secured Parties, a continuing ...
Joinder to Credit Agreement. Each Lender listed on Schedule I acknowledges and agrees that, upon the effectiveness of this Agreement, it shall become a “Lender” under, and for all purposes of, the Credit Agreement and the other Loan Documents, and shall be subject to and bound by the terms thereof; and shall perform all the obligations of and shall have all rights of a Lender thereunder.
Joinder to Credit Agreement. By executing and delivering this Agreement, the New Lender hereby agrees (i) to become a party to the Credit Agreement as a Lender as defined therein and (ii) to be bound by all the terms, conditions, representations, and warranties of the Credit Agreement and the other Loan Documents applicable to Lenders, and all references to the Lenders in the Loan Documents shall be deemed to include the New Lender. Without limiting the generality of the foregoing, the New Lender hereby agrees to make Revolving Credit Loans to the Borrower [from time to time during the Availability Period] [upon the effectiveness of this Agreement] in an aggregate principal amount that will not result in the New Lender’s Credit Exposure exceeding its Commitment. The Commitments of the New Lender shall be $[________]2. 1 1 Must be at least $10,000,000 2 Must be at least $5,000,000.
Joinder to Credit Agreement. This JOINDER TO CREDIT AGREEMENT (this “Agreement”) is dated as of this [●] day of [●], 2018, from iPass IP LLC, a Delaware limited liability company (the “New Borrower”) to Fortress Credit Corp., a Delaware corporation (“Lender”).
