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Common use of New Lenders Clause in Contracts

New Lenders. By its execution of this Amendment, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing Term Loan or the TLA-2 Facility after giving effect to this Amendment (each a “New Lender”) hereby confirms and agrees that, on and after the Amendment No. 13 Effective Date, it shall be a party to the Credit Agreement as a Lender, shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility). Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, (iii) from and after the Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any other Lender, agent or arranger; and (b) agrees that (i) it will, independently and without reliance on 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 Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that by the terms of the Loan Documents are required to be performed by it as a Lender.

Appears in 1 contract

Samples: Credit Agreement (Kbr, Inc.)

New Lenders. By its execution Subject to the occurrence of this Amendmentthe Effective Date, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing Term Loan or parties hereto hereby agrees that each of the TLA-2 Facility after giving effect to this Amendment Lenders (each including certain existing Lenders becoming a Lender with a new Class of Commitment) listed on Schedule I hereto (each, a “New Lender” and, collectively, the “New Lenders”) hereby confirms will (and agrees thatdoes hereby) become a “Lender”, on “Revolving Lender”, “Term Lender”, “Multicurrency Lender” and/or “Dollar Lender”, as applicable, under and after the Amendment No. 13 Effective Date, it shall be a party to for all purposes of the Credit Agreement with Commitments of a Class and amount as a Lender, shall have set forth on Schedule I hereto and hereby agrees to be bound by and comply with all of the rights terms and be obligated provisions of the Credit Agreement applicable to it as a “Lender”, “Revolving Lender”, “Term Lender”, “Multicurrency Lender” and/or “Dollar Lender”, as applicable, thereunder and that it will perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained which by the Administrative Agent (with respect terms of the Credit Agreement are required to the TLB 2024 Refinancing be performed by it as a Lender, Revolving Lender, Term Loan) or Lender, Multicurrency Lender and/or Dollar Lender, as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility)applicable. Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender, Revolving Lender, Term Lender, Multicurrency Lender and/or Dollar Lender, as applicable, under the Credit Agreement. For the avoidance of doubt, the Commitments of each Lender (iiincluding the New Lenders) it meets all requirements of an Eligible Assignee under the Credit Agreement, (iii) from and after the Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy set forth in Schedule I of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any other Lender, agent or arranger; and (b) agrees that (i) it will, independently and without reliance on 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 Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that by the terms of the Loan Documents are required to be performed by it as a Lenderamended hereby.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (Goldman Sachs Private Credit Corp.)

New Lenders. By its execution (a) Subject to the occurrence of this Amendmentthe Second Amendment Effective Date, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing Term Loan or parties hereto hereby agrees that each of the TLA-2 Facility after giving effect to this Amendment Lenders (each including certain existing Lenders becoming a Lender with a new Class of Commitment) listed on Schedule I hereto (each, a “New Lender” and, collectively, the “New Lenders”) hereby confirms will (and agrees that, on does hereby) become a “Lender” under and after the Amendment No. 13 Effective Date, it shall be a party to for all purposes of the Credit Agreement with Commitments of a Class and amount as a Lender, shall have set forth on Schedule I hereto and hereby agrees to be bound by and comply with all of the rights terms and be obligated provisions of the Credit Agreement applicable to it as a “Lender” thereunder and that it will perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained which by the Administrative Agent (with respect terms of the Credit Agreement are required to the TLB 2024 Refinancing Term Loan) or be performed by it as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility)a Lender. Each New Lender severallyrepresents and warrants that it has full power and authority, and has taken all action necessary, to execute this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement. For the avoidance of doubt, the Commitments of each Lender (including the New Lenders) shall be as set forth in Schedule 1.01(b) of the Credit Agreement, as amended hereby. (b) Each of the Lenders (including each New Lender) hereby acknowledges and agrees that (i) no Lender nor the Administrative Agent has made any representations or warranties or assumed any responsibility with respect to (A) any statements, warranties or representations made by any Obligor in or in connection with this Amendment, the Credit Agreement or any other Loan Document or, with respect to any Obligor, the execution, legality, validity, enforceability, genuineness or sufficiency of this Amendment, the Credit Agreement or any other Loan Document or (B) the financial condition of any Obligor or the performance by any Obligor of its obligations hereunder or under the Credit Agreement or any other Loan Document; (ii) it has received such information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment; and (iii) it has made and continues to make its own credit decisions in taking or not jointlytaking action under the Loan Documents, further independently and without reliance upon the Administrative Agent or any other Lender. (c) Each of the New Lenders hereby (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit AgreementAgreement (as amended hereby), (ii) it meets all requirements of an Eligible Assignee under satisfies the requirements, if any, specified in the Credit AgreementAgreement that are required to be satisfied by it in order to make its Commitment set forth opposite its name on Schedule 1.01(b) (as amended by this Amendment) and become a Lender, (iii) from and after the Second Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement (as amended hereby) as a Lender thereunder and and, to the extent of its Commitment set forth opposite its name on Schedule 1.01(b) (as amended by this Amendment), shall have the obligations of a Lender thereunder, and (iv) it has received a copy of the Credit Agreement, together with receive copies of the most recent financial statements delivered pursuant to Section 6.01 5.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement this Amendment and to make its Commitment set forth opposite its name on Schedule 1.01(b) (as amended by this Amendment), on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, Agent or any other Lender, and (vi) if it is a Foreign Lender, it has delivered to the Administrative Agent any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by it, and (b) appoints and authorizes the Administrative Agent and the Collateral Agent to take such action as agent or arrangeron its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent and the Collateral Agent, as the case may be, by the terms thereof, together with such actions and powers as are reasonably incidental thereto; and (bc) agrees that (i) it will, independently and without reliance on the Administrative Agent, 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 Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that which by the terms of the Loan Documents are required to be performed by it as a Lender.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (Kayne Anderson BDC, Inc.)

New Lenders. By its execution (a) Each of this Amendment, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) the undersigned financial institutions that is providing any portion of the TLB 2024 Refinancing Term Loan or the TLA-2 Facility after giving effect to this Amendment (each a “New Lender”) hereby confirms and agrees that, on and after the Amendment No. 13 Effective Date, it shall be not a party to the Credit Agreement as a prior to the effective date of this Amendment (each, an “New Lender, shall have all ”) agrees to be bound by the provisions of the rights Credit Agreement and be obligated to perform agrees that it shall, on the effective date of this Amendment, become a Lender for all purposes of the obligations of Credit Agreement, with a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or Commitment as set forth on the update to Schedule 2.01 attached as Exhibit B hereto hereto. (with respect to the TLA-2 Facility). b) Each undersigned New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under satisfies the requirements, if any, specified in the Credit AgreementAgreement that are required to be satisfied by it in order to become a Lender, (iii) from and after the Amendment No. 13 Effective Dateeffective date of this Amendment, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 5.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement this Amendment on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any other Lender, agent Lender or arrangerany Issuing Bank; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent, any Lender or any other LenderIssuing Bank, 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 and the other Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender.

Appears in 1 contract

Samples: Credit Agreement (Watsco Inc)

New Lenders. By its execution of this Amendment, each TLB 2024 Refinancing (a) Each financial institution party hereto as a Lender and each TLA-2 that has not been a Lender (other than an Existing Lender) that is providing any portion of prior to the TLB 2024 Refinancing Term Loan or the TLA-2 Facility after giving effect to this Amendment date hereof (each a “New Lender”) hereby confirms and agrees that, on and after the Amendment No. 13 Effective Date, it shall be a party to the Credit Agreement as a Lender, shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility). Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, Agreement as of the Effective Date with the effect that the Maximum Revolving Credit Amount for such New Lender shall be as set forth on Annex 1 to this First Amendment and (ii) that it meets shall be deemed to be, and hereby becomes as of the Effective Date, a party in all requirements respect to the Credit Agreement and the other Loan Documents to which the Lenders are party and shall have the rights and obligations of an Eligible Assignee a Lender under the Credit Agreement, Agreement and the other Loan Documents. (iiib) Each New Lender (i) represents and warrants as of the Effective Date that (A) from and after the Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and and, to the extent of its Revolving Commitment under the Credit Agreement, shall have the obligations of a Lender thereunder, and (ivB) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, Agreement and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement (and this First Amendment) on the basis of which it has made such analysis and decision independently and without reliance on decision, (C) if it is a Foreign Lender, it has provided to the Administrative AgentAgent and the Borrower all documentation required to be delivered by it pursuant to the terms of the Credit Agreement, any other duly completed and executed by such New Lender, agent or arranger; and (bD) it is not (and would not be after giving effect to this First Amendment) a Defaulting Lender, an Affiliate thereof or a Disqualified Institution, and (ii) agrees that (iA) it will, independently and without reliance on the Administrative Agent, Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the that time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (iiB) it will perform in accordance with their terms all of the obligations that which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) Each New Lender further represents and warrants to the Administrative Agent, the Issuing Bank, each other Lender and the Borrower that (i) it has the full power and authority and the legal right to make, deliver and perform, and has taken all necessary action, to authorize the execution, delivery and performance of this First Amendment and to fulfill its obligations under, and to consummate the transactions contemplated by, this First Amendment, and no consent or authorization of, filing with, or other act by or in respect of any Governmental Authority, is required in connection herewith or therewith, and (ii) this First Amendment constitutes the legal, valid and binding obligation of such New Lender. (d) The address for notices for each of the undersigned New Lenders for the purposes of the Credit Agreement is as specified opposite its name on Annex 3 hereto. (e) For the avoidance of doubt, neither the execution and delivery of any Assignment and Assumption, Maximum Credit Amount Increase Certificate or Additional Lender Certificate, nor the payment of any processing or recordation fee, shall be necessary in connection with the foregoing addition of the New Lenders as Lenders.

Appears in 1 contract

Samples: Credit Agreement (Whiting Petroleum Corp)

New Lenders. By its execution (a) Each of this Amendment, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) the undersigned financial institutions that is providing any portion of not a party to the TLB 2024 Refinancing Term Loan or Credit Agreements prior to the TLA-2 Facility after giving effect to this Amendment date hereof and identified on the signature pages hereto as a “New Lender” (each each, a “New Lender”) hereby confirms and agrees that, on and after the Amendment No. 13 Effective Date, it shall be a party to the Credit Agreement as a Lender, shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility). Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, (iii) from and after the Amendment No. 13 Effective Date, it shall be bound by the provisions of the each Credit Agreement as amended hereby and agrees that it shall, on the date hereof, become a Lender thereunder for all purposes of each Credit Agreement as amended hereby, with Commitments as set forth in each Credit Agreement as amended as set forth in Attachment A and shall have Attachment B attached hereto. (b) In its capacity as a new Lender under the obligations of a Credit Agreements as amended hereby, each New Lender thereunder(i) represents and warrants that it is legally authorized to enter into this Amendment and to become bound by each Credit Agreement as amended hereby, and (ivii) confirms that it has received a copy of the each Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, its terms and has reviewed such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the this Amendment and to become bound by each Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agentas amended hereby, any other Lender, agent or arranger; and (biii) agrees that (i) it will, independently and without reliance on upon the Administrative Agent, Agent or any other Lender, 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 each Credit Agreement as amended hereby or any other instrument or document furnished pursuant hereto or thereto, (iv) appoints and authorizes the Loan DocumentsAdministrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under each Credit Agreement as amended hereby or any other instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are incidental thereto, (v) agrees that it will be bound by the provisions of each Credit Agreement as amended hereby and (ii) it will perform in accordance with their its terms all of the obligations that which, by the terms of the Loan Documents such Credit Agreement as amended hereby, are required to be performed by it as a Lender and (vi) agrees to become, and does hereby become, a “Lender” under the CAM Agreement and agrees to be bound by the CAM Agreement as if originally a party thereto.

Appears in 1 contract

Samples: Auction Credit Agreement and SFS Credit Agreement (Sothebys)

New Lenders. (a) By execution of this Amendment, each of Citibank, N.A. and Farm Credit Mid-America, PCA (each, a “New Lender” and collectively, the “New Lenders”) hereby (i) acknowledges, agrees and confirms that, by its execution of this Amendment, each TLB 2024 Refinancing such New Lender and each TLA-2 Lender (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing Term Loan or the TLA-2 Facility after giving effect shall be deemed to this Amendment (each a “New Lender”) hereby confirms and agrees that, on and after the Amendment No. 13 Effective Date, it shall be a party to the Amended Credit Agreement as of the Amendment No. 3 Effective Date and a Lender, ” for all purposes of the Amended Credit Agreement and shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder thereunder, and its Loans and Commitments (ii) agrees to provide a Revolving Credit Commitment in the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or as amount set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility)hereto. Each New Lender severallyhereby ratifies, as of the Amendment No. 3 Effective Date, and not jointlyagrees to be bound by, further all of the terms, provisions and conditions applicable to Lenders contained in the Amended Credit Agreement. Each New Lender acknowledges that it has a participation interest in each Letter of Credit issued prior to the Amendment No. 3 Effective Date and outstanding on the Amendment No. 3 Effective Date and any drawings thereunder. (ab) Each New Lender (i) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Amended Credit Agreement, (iiB) it meets all satisfies the requirements of an Eligible Assignee under the Credit AgreementAssignee, (iiiC) from and after the Amendment No. 13 3 Effective Date, it shall be bound by the provisions of the Amended Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to its decision to enter into this Amendment and to become a Lender under the Amended Credit Agreement and either it, or the Person exercising discretion in making its decision to enter into this Amendment and to become a Lender under the Amended Credit Agreement, is experienced in transactions of this type, (ivE) it has received a copy of the Amended Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, Sections 6.01(a) and 6.01(b) of the Existing Credit Agreement and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Amended Credit Agreement on the basis of which Agreement, (F) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, any other Lender or any other Person and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and become a Lender under the Amended Credit Agreement, and (G) if it is a Foreign Lender, agent or arrangerit has delivered any documentation required to be delivered by it pursuant to the terms of the Amended Credit Agreement, duly completed and executed by it; and (bii) agrees that (iA) it will, independently and without reliance on the Administrative Agent, any other Lender or any other LenderPerson, 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 Loan Documents, and (iiB) it will perform in accordance with their terms all of the obligations that which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) The Borrower agrees that, as of the Amendment No. 3 Effective Date, each New Lender shall (i) be a party to the Amended Credit Agreement, (ii) be a “Lender” for all purposes of the Amended Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Amended Credit Agreement and the other Loan Documents. (d) The address of each New Lender for purposes of Section 10.02 of the Amended Credit Agreement is as set forth in such New Lender’s Administrative Questionnaire delivered by such New Lender to the Administrative Agent on or before the Amendment No. 3 Effective Date, or such other address as shall be designated by such New Lender in accordance with Section 10.02 of the Amended Credit Agreement.

Appears in 1 contract

Samples: Credit Agreement (Sylvamo Corp)

New Lenders. By its execution of this Amendment(a) On the Effective Date, substantially contemporaneously with the reallocation described in Section 2.10 each TLB 2024 Refinancing Lender and each TLA-2 Lender person identified as a “New Lender” on the signature pages hereto (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing Term Loan or the TLA-2 Facility after giving effect to this Amendment (each each, a “New Lender”) hereby confirms shall make a payment to the Administrative Agent, for the account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and agrees thatto the distribution thereof to other Lenders, on and after the Amendment No. 13 Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders. (b) As of the Effective Date, it each New Lender shall be become a party to Lender under the Credit Agreement as a Lender, and shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder under the Credit Agreement and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent any other documents or instruments delivered pursuant thereto. (with respect to the TLB 2024 Refinancing Term Loanc) or as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility). Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, (iii) from and after the Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (ivii) it has received a copy of the Credit Agreement, together with copies of the most recent financial consolidated statement of assets and liabilities and the related consolidated statements of operations, changes in net assets and cash flows and related schedule of investments of the Borrower and its Subsidiaries as of and for the fiscal year ended September 30, 2013, delivered pursuant to Section 6.01 5.01(a) thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit this Agreement and to make such Loans on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, Agent or any other Lender, agent or arranger; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent, 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 Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that which by the terms of the Loan Documents are required to be performed by it as a Lender.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (Medley Capital Corp)

New Lenders. By its execution Subject to the occurrence of this Amendmentthe Third Amendment Effective Date, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing Term Loan or parties hereto hereby agrees that each of the TLA-2 Facility after giving effect to this Amendment Lenders (each including certain existing Lenders becoming a Revolving Lender with a new Class of Revolving Commitment) listed on Schedule I hereto (each, a “New Lender” and, collectively, the “New Lenders”) hereby confirms will (and agrees that, on does hereby) become a “Lender” under and after the Amendment No. 13 Effective Date, it shall be a party to for all purposes of the Credit Agreement with Commitments of a Class and amount as a Lender, shall have set forth on Schedule I hereto and hereby agrees to be bound by and comply with all of the rights terms and be obligated provisions of the Credit Agreement applicable to it as a “Lender” thereunder and that it will perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained which by the Administrative Agent (with respect terms of the Credit Agreement are required to the TLB 2024 Refinancing Term Loan) or be performed by it as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility)a Lender. Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement. For the avoidance of doubt, the Commitments of each Lender (iiincluding the New Lenders) it meets all requirements of an Eligible Assignee under the Credit Agreement, (iii) from and after the Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy set forth in Schedule I of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, amended and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any other Lender, agent or arranger; and (b) agrees that (i) it will, independently and without reliance on 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 Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that by the terms of the Loan Documents are required to be performed by it as a Lenderrestated hereby.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Blue Owl Technology Finance Corp. II)

New Lenders. By Each New Lender acknowledges and agrees that upon its execution of this Amendment that, in each case from and after the effectiveness of this Amendment, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing Term Loan or the TLA-2 Facility after giving effect to this Amendment (each shall become a “New Lender”) hereby confirms ” under, and agrees thatfor all purposes of, on and after the Amendment No. 13 Effective Date, it shall be a party to the Credit Agreement (as a Lenderamended hereby) 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 of the rights and be obligated to perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility). Each New Lender severallythereunder, and not jointly, further (a) further: 1. represents and warrants that (ia) it has full power and authority, and has taken all action actions necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender hereby, (b) except for obtaining the consents, if any, required under the Credit Agreement, (ii) it meets all the requirements and is otherwise a Person eligible to be (and not disqualified from being) an assignee under Section 10.9 of an Eligible Assignee under the Credit Agreement, (iiic) from it is sophisticated with respect to decisions to acquire the Revolving Loans and after Revolving Loan Commitments assigned to it hereunder and either New Lender or the Person exercising discretion in making the decision for such assignment is experienced in acquiring assets of such type, (d) the Person signing, executing and delivering this Amendment No. 13 Effective Dateon behalf of the New Lender is an authorized signer for the New Lender and is authorized to execute, sign and deliver this Amendment, (e) the representations and warranties required to be made by it shall be bound by the provisions of under the Credit Agreement are true, correct and complete and (f) it is not a Disqualified Institution; 2. irrevocably appoints and authorizes Agent to take such action as administrative agent on its behalf and to exercise such powers under the Loan Documents as are delegated to Agent by the terms thereof, together with such powers as are reasonably incidental thereto; 3. agrees that it shall perform in accordance with their terms all obligations that, by the terms of the Loan Documents, are required to be performed by it as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) Lender; 4. confirms it has received a copy of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement on the basis of which it has made such analysis this Assignment and decision shall continue to make its own credit decisions in taking or not taking any action under any Loan Document independently and without reliance on the Administrative upon Agent, any other LenderL/C Issuer, agent or arranger; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent, any Lender or any other Lender, Indemnitee and based on such documents and information as it shall deem appropriate at the time; 5. acknowledges and agrees that, continue as a Lender, it may receive material non-public information and confidential information concerning the Credit Parties and their Affiliates and their Stock and agrees to make its own credit decisions in taking or not taking action under the Loan Documents, and (ii) it will perform use such information in accordance with their terms all Section 10.10 of the obligations Credit Agreement; 6. specifies as its applicable Lending Offices (and addresses for notices) the offices at the addresses specified to Agent prior to the date hereof and that by it has delivered to Agent an assignment fee to the terms of the Loan Documents are extent required to be performed paid under Section 10.9 of the Credit Agreement and all documentation required to be delivered by it as a pursuant to Section 11.1 of the Credit Agreement, duly completed and executed by such New Lender; and 7. agrees to execute and deliver to Agent any document or instrument reasonably requested by Agent to effect any of the foregoing.

Appears in 1 contract

Samples: Credit Agreement (Addus HomeCare Corp)

New Lenders. By its execution Subject to the occurrence of this Amendmentthe Second Amendment Effective Date, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing Term Loan or parties hereto hereby agrees that each of the TLA-2 Facility after giving effect to this Amendment Lenders (each including certain existing Lenders becoming a Revolving Lender with a new Class of Revolving Commitment) listed on Schedule II hereto (each, a “New Lender” and, collectively, the “New Lenders”) hereby confirms will (and agrees that, on does hereby) become a “Revolving Lender” under and after the Amendment No. 13 Effective Date, it shall be a party to for all purposes of the Credit Agreement with a Commitment of a Class and amount as a Lender, shall have set forth on Schedule II hereto and hereby agrees to be bound by and comply with all of the rights terms and be obligated provisions of the Credit Agreement applicable to it as a “Revolving Lender” thereunder and that it will perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained which by the Administrative Agent (with respect terms of the Credit Agreement are required to the TLB 2024 Refinancing Term Loan) or be performed by it as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility)a Revolving Lender. Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Revolving Lender under the Credit Agreement. For the avoidance of doubt, the Commitments of each Lender (iiincluding the New Lenders) it meets all requirements of an Eligible Assignee under the Credit Agreement, (iii) from and after the Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy set forth in Schedule I of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, amended and such other documents and information restated hereby as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any other Lender, agent or arranger; and (b) agrees that (i) it will, independently and without reliance on 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 set forth in taking or not taking action under the Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that by the terms of the Loan Documents are required to be performed by it as a LenderExhibit B hereto.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (Blue Owl Capital Corp)

New Lenders. By its execution of this Amendment, 3.1 The parties hereto confirm and agree that each TLB 2024 Refinancing New Lender and each TLA-2 shall be a Lender (other than an Existing Lender) that is providing any portion for all purposes of the TLB 2024 Refinancing Term Loan Amended Credit Agreement and the other Credit Documents having the Commitment set forth opposite its name on Exhibit "A" hereto and all references herein or the TLA-2 Facility after giving effect therein to this Amendment ("Lenders" or a "Lender" shall be deemed to include each a “New Lender”) . 3.2 Each New Lender hereby confirms acknowledges and agrees that, on : (a) it will be bound by the Credit Agreement and after the Amendment No. 13 Effective Date, other Credit Documents as a Lender to the extent of its Commitment as fully as if it shall be a had been an original party to the Credit Agreement as a LenderAgreement; (b) it has been, shall have and will continue to be, solely responsible for making its own independent appraisal of and investigations into the financial condition, creditworthiness, condition, affairs, status and nature of the Borrower and its Subsidiaries, all of the rights matters and be obligated to perform transactions contemplated herein and in the Credit Agreement and other Credit Documents and all of the obligations of a Lender thereunder and its Loans and Commitments other matters incidental to the TLB 2024 Refinancing Term Loan and/or Credit Agreement and the TLA-2 Facility shall be either as maintained by other Credit Documents. Such New Lender confirms with the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or as set forth that it does not rely, and it will not hereafter rely, on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility). Each New Lender severally, and not jointly, further (a) represents and warrants that Agent: (i) to check or inquire on its behalf into the adequacy, accuracy or completeness of any information provided by the Borrower, its Subsidiaries or any other Person under or in connection with the Credit Agreement and other Credit Documents or the transactions therein contemplated (whether or not such information has been or is hereafter distributed to it by the Agent); or (ii) to assess or keep under review on its behalf the financial condition, creditworthiness, condition, affairs, status or nature of the Borrower and its Subsidiaries. (c) a copy of the Credit Agreement has been made available to it for review and further acknowledges and agrees that it has full power received copies of such other Credit Documents and authoritysuch other information that it has requested for the purposes of its investigation and analysis of all matters related to this Agreement, the Credit Agreement, the other Credit Documents and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and thereby. Such New Lender acknowledges to become a the Agent that it is satisfied with the form and substance of the Credit Agreement (as amended and supplemented hereby) and the other Credit Documents. 3.3 Without in any way limiting the other provisions hereof, each New Lender irrevocably appoints and authorizes the Agent to take such action as agent on its behalf and to exercise such powers under the Credit AgreementAgreement and the other Credit Documents as are delegated to the Agent by the terms thereof, (ii) it meets together with such powers as are reasonably incidental thereto, all requirements of an Eligible Assignee under the Credit Agreement, (iii) from and after the Amendment No. 13 Effective Date, it shall be bound by in accordance with the provisions of the Credit Agreement as a Agreement. 3.4 Each New Lender thereunder and shall have specifies that its address for the obligations purpose of a Lender thereunder, and (iv) it has received a copy notices under Section 12.4 of the Credit AgreementAgreement is: For funding notices: Fédération des caisses Xxxxxxxxxx du Québec 0000 Xxxx Xxxxxx, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereofXxxxx #000 Xxxxxxxx, as applicableXX X0X 0X0 Attention: Director, and such Corporate Banking Facsimile: (000) 000-0000 Export Development Canada 000 Xxxxxx Xxxxxx Ottawa, ON K1A 1K3 Attention: Loans Services - Syndications Email: Xxxxx.xxxxxxxx@xxx.xx For all other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agentnotices: Fédération des caisses Xxxxxxxxxx du Québec 0000 Xxxx Xxxxxx, any other LenderXxxxx #000 Xxxxxxxx, agent or arranger; and XX X0X 0X0 Attention: Director, Corporate Banking Facsimile: (b000) agrees that (i) it will000-0000 Export Development Canada 000 Xxxxxx Xxxxxx Ottawa, independently and without reliance on 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 Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that by the terms of the Loan Documents are required to be performed by it as a Lender.ON K1A 1K3 Attention: Financing Manager Email: xxxxxx@xxx.xx

Appears in 1 contract

Samples: Credit Agreement (Canadian Pacific Railway LTD/Cn)

New Lenders. By its execution (a) Subject to the occurrence of this Amendmentthe Fifth Amendment Effective Date, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing parties hereto hereby agrees that each of the Persons (including certain existing Lenders becoming an Initial Term Loan or the TLA-2 Facility after giving effect to this Amendment (each Lender with an Initial Term Commitment) listed on Schedule I hereto as a “New Lender” (each, a “New Lender” and, collectively, the “New Lenders”) hereby confirms will (and agrees that, on does hereby) become a “Lender” under and after the Amendment No. 13 Effective Date, it shall be a party to for all purposes of the Credit Agreement with Commitments of a Class and amount as a Lender, shall have set forth on Schedule I hereto. Each New Lender hereby agrees to be bound by and comply with all of the rights terms and be obligated provisions of the Credit Agreement applicable to it as a “Lender” thereunder and that it will perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained which by the Administrative Agent (with respect terms of the Credit Agreement are required to the TLB 2024 Refinancing Term Loan) or be performed by it as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility)a Lender. Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement. For the avoidance of doubt, the Commitments of each Lender (iiincluding the New Lenders) it meets all requirements of an Eligible Assignee under the Credit Agreement, (iii) from and after the Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (ivset forth in Schedule 1.01(b) it has received a copy of the Credit Agreement, together with copies as amended and restated in its entirety hereby. (b) Each of the most recent Lenders (including each New Lender) hereby acknowledges and agrees that (i) no Lender nor the Administrative Agent has made any representations or warranties or assumed any responsibility with respect to (A) any statements, warranties or representations made by any Obligor in or in connection with this Amendment, the Credit Agreement or any other Loan Document or, with respect to any Obligor, the execution, legality, validity, enforceability, genuineness or sufficiency of this Amendment, the Credit Agreement or any other Loan Document or (B) the financial statements delivered pursuant to Section 6.01 thereof, as applicable, and condition of any Obligor or the performance by any Obligor of its obligations hereunder or under the Credit Agreement or any other Loan Document; (ii) it has received such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement on the basis of which this Amendment; and (iii) it has made such analysis and decision independently and without reliance on the Administrative Agent, any other Lender, agent or arranger; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent, or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue continues to make its own credit decisions in taking or not taking action under the Loan Documents, independently and without reliance upon the Administrative Agent or any other Lender. In connection with the Initial Term Loan made on the Fifth Amendment Effective Date under the Initial Term Commitment, the Borrower hereby requests, and each of the other parties hereby agree that any proceeds of the Initial Term Loan made on the Fifth Amendment Effective Date and not applied to the payment of fees and expenses on the Fifth Amendment Effective Date (ii) it will perform the “Repayment Amount”), shall be applied to the prepayment of the outstanding principal amount of the Revolving Loans in accordance with their terms all of the obligations that by the terms of the Loan Documents are required and pursuant to be performed by it as a LenderSection 5.08.

Appears in 1 contract

Samples: Revolving Credit Agreement (Hercules Capital, Inc.)

New Lenders. By its execution of this Amendment, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lendera) that is providing any portion of the TLB 2024 Refinancing Term Loan or the TLA-2 Facility after giving effect to this Amendment (each a “New Lender”) hereby confirms and agrees that, on and after the Amendment No. 13 Effective Date, it shall be a party to the Credit Agreement as a Lender, shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility). Each New Lender severally, and not jointly, further (a) represents and warrants that hereby agrees (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, Agreement as of the Increase Effective Date with a Commitment as specified opposite its name on Annex A hereto and (ii) that it meets shall be deemed to be, and hereby becomes as of the Increase Effective Date, a party in all requirements respect to the Credit Agreement and the other Loan Documents to which the Lenders are party and shall have the rights and obligations of an Eligible Assignee a Lender under the Credit Agreement, Agreement and the other Loan Documents. (iiib) Each New Lender (a) represents and warrants as of the Increase Effective Date that (i) from and after the Amendment No. 13 Increase Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and and, to the extent of its Commitment under the Credit Agreement, shall have the obligations of a Lender thereunder, and (ivii) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, Agreement and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement (and this Agreement) on the basis of which it has made such analysis and decision independently decision, and without reliance on (iii) if it is a Foreign Lender, it has provided to the Administrative AgentAgent documentation required to be delivered by it pursuant to the terms of the Credit Agreement, any other duly completed and executed by such New Lender, agent or arranger; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent, Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the that time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) Each New Lender further represents and warrants to the Administrative Agent, the LC Issuers and each other Lender that (i) it has the full power and authority and the legal right to make, deliver and perform, and has taken all necessary action, to authorize the execution, delivery and performance of this Agreement and to fulfill its obligations under, and to consummate the transactions contemplated by, this Agreement, and no consent or authorization of, filing with, or other act by or in respect of any Governmental Authority, is required in connection herewith or therewith, and (ii) this Agreement constitutes the legal, valid and binding obligation of such New Lender. (d) The address for notices for each of the undersigned New Lenders for the purposes of the Credit Agreement is as specified opposite its name on Annex B hereto.

Appears in 1 contract

Samples: Incremental Commitment Agreement (Energy Transfer Equity, L.P.)

New Lenders. By its execution of this AmendmentSubject to the terms and conditions set forth herein, each TLB 2024 Refinancing Lender with a Revolving Commitment and each TLA-2 Lender (other than an Existing Initial Term Lender) , in each case, that is providing any portion of not a Lender under the TLB 2024 Refinancing Term Loan or Credit Agreement immediately prior to the TLA-2 Facility after giving effect to this Amendment No. 2 Effective Date (each each, a “New Lender”) ), hereby confirms and agrees that, on and after the Amendment No. 13 Effective Date, it shall be a party to the Credit Agreement as a Lender, shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility). Each New Lender severally, and not jointly, further (ai) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Amended Credit Agreement, (iiB) it meets all requirements of is an Eligible Assignee under the Credit AgreementAssignee, (iiiC) from and after the Amendment No. 13 2 Effective Date, it shall be bound by the provisions of the Amended Credit Agreement as a Lender thereunder and, to the extent of the Revolving Credit Commitment and Initial Term Loan Commitment, as applicable, of such New Lender, shall have the obligations of a Lender thereunder and deemed to be a Lender for all purposes thereunder, (D) it is sophisticated with respect to decisions to acquire assets of the type represented by such Revolving Credit Commitment and such Initial Term Loan Commitment, as applicable, and either it, or the Person exercising discretion in making its decision to extend such Revolving Credit Commitment and Initial Term Loan Commitment, as applicable, is experienced in acquiring assets of such type, (ivE) it has received a copy of the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereofSections 6.01(a) and (b) thereof (or, prior to the delivery of such financial statements, the Annual Financial Statements and the Quarterly Financial Statements), as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into the this Amendment and to extend such Revolving Credit Agreement on the basis of which Commitment and Initial Term Loan Commitment, as applicable, (F) it has made such analysis and decision has, independently and without reliance upon any Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and to extend such Revolving Credit Commitment and Initial Term Loan Commitment, as applicable, (G) it has separately delivered to the Administrative Agent and the Borrower any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, including but not limited to any documentation required pursuant to Section 3.01 of the Credit Agreement, duly completed and executed by such New Lender, and (H) it is not a Disqualified Institution, (ii) appoints and authorizes the Administrative Agent and Collateral Agent to take such action as agent on its behalf and to exercise such powers under the Amended Credit Agreement and the other Loan Documents as are delegated to or otherwise conferred upon the Administrative Agent or the Collateral Agent, any other Lenderas the case may be, agent or arranger; and by the terms thereof, together with such powers as are reasonably incidental thereto, (biii) agrees that (iA) it will, independently and without reliance on upon the Administrative Agent, the Collateral 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 Loan Documents, and (iiB) it will perform in accordance with their terms all of the obligations that which by the terms of the Loan Documents are required to be performed by it as a Lender and (iv) agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which such New Lender designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Borrower, the Loan Parties and their Related Parties or their respective securities) will be made available and who may receive such information in accordance with such New Lender’s compliance procedures and applicable laws, including federal and state securities laws.

Appears in 1 contract

Samples: Credit Agreement (Solo Brands, Inc.)

New Lenders. By its execution of (a) Each entity executing this Amendment, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) Amendment under the heading “Lenders” on the signature pages hereto that is providing any portion of not a Lender party to the TLB 2024 Refinancing Term Loan or Existing Credit Agreement immediately prior to the TLA-2 Facility after giving effect to this First Amendment Effective Date (each each, a “New Lender”) hereby confirms and agrees that, on and after giving effect to this Amendment, as of the First Amendment No. 13 Effective Date, it shall be a party to the Credit Agreement as a Lender, such New Lender shall have all of the rights Commitments and be obligated to perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or Applicable Percentages as set forth on the update to Schedule 2.01 attached as Exhibit B hereto hereto. (with respect to the TLA-2 Facility). b) Each New Lender severally, and not jointly, further Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Amended Credit Agreement, (ii) it meets all the requirements of to be an Eligible Assignee assignee under the Amended Credit Agreement (subject to such consents, if any, as may be required the Amended Credit Agreement), (iii) from and after the First Amendment No. 13 Effective Date, it shall be bound by the provisions of the Amended Credit Agreement as a Lender thereunder and and, to the extent of its Commitments thereunder, shall have the obligations of a Lender thereunder, and (iv) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments under the Amended Credit Agreement, and either it, or the Person exercising discretion in making its decision to acquire such Commitments, is experienced in acquiring assets of such type, (v) it has received a copy of the Amended Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof7.01 of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Amendment and to provide the Commitments under the Amended Credit Agreement on the basis of which Agreement, (vi) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and to provide its Commitments under the Amended Credit Agreement and (vii) if it is a Foreign Lender, agent or arrangerit has delivered to the Administrative Agent any documentation required to be delivered by it pursuant to the terms of the Amended Credit Agreement, duly completed and executed by it; and (b) agrees that (i) it will, independently and without reliance on upon the Administrative Agent, 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 Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) Each Loan Party (including each New Loan Party) agrees that, after giving effect to this Amendment, as of the First Amendment Effective Date, each New Lender shall (i) be a party to the Amended Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Amended Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Amended Credit Agreement and the other Loan Documents. (d) The parties hereto agree that the Borrower, the Lenders and the Administrative Agent shall effect such assignments, prepayments, borrowings and reallocations as are necessary to effectuate the modifications to the Commitments and Loans as contemplated in this Amendment such that, after giving effect thereto, the Lenders shall hold Commitments and Applicable Percentages as set forth on Schedule 2.01 attached hereto. Each Lender party hereto waives any “breakage” costs that is would otherwise be entitled to pursuant to Section 3.05 of the Existing Credit Agreement solely as a result of the foregoing. Any assignments effected pursuant to this Section 9 shall be deemed to be done in compliance with Section 11.06 of the Existing Credit Agreement.

Appears in 1 contract

Samples: Credit Agreement (Concentrix Corp)

New Lenders. By its execution Subject to the occurrence of this Amendmentthe Effective Date, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing Term Loan or parties hereto hereby agrees that each of the TLA-2 Facility after giving effect to this Amendment Lenders (each including certain existing Lenders becoming a Lender with a new Class of Commitment) listed on Schedule I hereto (each, a “New Lender” and, collectively, the “New Lenders”) hereby confirms will (and agrees thatdoes hereby) become a “Lender”, on “Revolving Lender” and/or “Multicurrency Lender”, as applicable, under and after the Amendment No. 13 Effective Date, it shall be a party to for all purposes of the Credit Agreement with Commitments of a Class and amount as a Lender, shall have set forth on Schedule I hereto and hereby agrees to be bound by and comply with all of the rights terms and be obligated provisions of the Credit Agreement applicable to it as a “Lender”, “Revolving Lender” and/or “Multicurrency Lender”, as applicable, thereunder and that it will perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained which by the Administrative Agent (with respect terms of the Credit Agreement are required to the TLB 2024 Refinancing Term Loan) or be performed by it as set forth on the update to Schedule 2.01 attached a Lender, Revolving Lender and/or Multicurrency Lender, as Exhibit B hereto (with respect to the TLA-2 Facility)applicable. Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender, Revolving Lender and/or Multicurrency Lender, as applicable, under the Credit Agreement. For the avoidance of doubt, the Commitments of each Lender (iiincluding the New Lenders) it meets all requirements of an Eligible Assignee under the Credit Agreement, (iii) from and after the Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy set forth in Schedule I of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any other Lender, agent or arranger; and (b) agrees that (i) it will, independently and without reliance on 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 Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that by the terms of the Loan Documents are required to be performed by it as a Lenderamended hereby.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (Goldman Sachs Private Credit Corp.)

New Lenders. By its execution Subject to the occurrence of this Amendmentthe Third Amendment Effective Date, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing parties hereto hereby agrees that each of the Lenders (including certain existing Lenders becoming a Revolving Lender with a new Class of Revolving Commitment or a Third Amendment Effective Date Term Loan or the TLA-2 Facility after giving effect to this Amendment Lender with new Term Commitment, as applicable) listed on Schedule I hereto (each each, a “New Lender” and, collectively, the “New Lenders”) hereby confirms will (and agrees thatdoes hereby) become a “Revolving Lender” or a “Term Lender”, on as applicable, under and after the Amendment No. 13 Effective Date, it shall be a party to for all purposes of the Credit Agreement with a Commitment of a Class and amount as a Lender, shall have set forth on Schedule II hereto and hereby agrees to be bound by and comply with all of the rights terms and be obligated provisions of the Credit Agreement applicable to it as a “Revolving Lender” or a “Term Lender”, as applicable, thereunder and that it will perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained which by the Administrative Agent (with respect terms of the Credit Agreement are required to the TLB 2024 Refinancing be performed by it as a Revolving Lender or a Term Loan) or Lender, as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility)applicable. Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Revolving Lender or a Term Lender, as applicable, under the Credit Agreement. For the avoidance of doubt, the Commitments of each Lender (iiincluding the New Lenders) it meets all requirements of an Eligible Assignee under the Credit Agreement, (iii) from and after the Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy set forth in Schedule I of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, amended and such other documents and information restated hereby as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any other Lender, agent or arranger; and (b) agrees that (i) it will, independently and without reliance on 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 set forth in taking or not taking action under the Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that by the terms of the Loan Documents are required to be performed by it as a LenderExhibit B hereto.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (Blue Owl Credit Income Corp.)

New Lenders. (a) By its execution of this AmendmentAgreement, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Person identified as a “Lender) ” on the signature pages hereto that is providing any portion of not a Lender under the TLB 2024 Refinancing Term Loan or Existing Credit Agreement immediately prior to the TLA-2 Facility after giving effect to this Fourth Amendment Effective Date (each such Person, a “New Lender”) hereby acknowledges, agrees and confirms and agrees that, on and after the Amendment No. 13 Effective Dateby its execution of this Agreement, it such New Lender shall be deemed to be a party to the Amended Credit Agreement as of the Fourth Amendment Effective Date and a Lender, ” for all purposes of the Amended Credit Agreement and shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility)thereunder. Each New Lender severallyhereby ratifies, as of the Fourth Amendment Effective Date, and not jointlyagrees to be bound by, further all of the terms, provisions and conditions applicable to Lenders contained in the Amended Credit Agreement. Each New Lender acknowledges and agrees to the provisions set forth in Section 3. Each Loan Party agrees that, as of the Fourth Amendment Effective Date, each New Lender shall (ai) be a party to the Amended Credit Agreement, (ii) be a “Lender” for all purposes of the Amended Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Amended Credit Agreement and the other Loan Documents. (b) Each New Lender (i) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Amended Credit Agreement, (iiB) it meets all satisfies the requirements of an Eligible Assignee under the Credit AgreementAssignee, (iiiC) from and after the Fourth Amendment No. 13 Effective Date, it shall be bound by the provisions of the Amended Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to its decision to enter into this Agreement and to become a Lender under the Amended Credit Agreement and either it, or the Person exercising discretion in making its decision to enter into this Agreement and to become a Lender under the Amended Credit Agreement, is experienced in transactions of this type, (ivE) it has received a copy of the Amended Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, the Existing Credit Agreement and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Agreement and to become a Lender under the Amended Credit Agreement on the basis of which Agreement, (F) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement and become a Lender under the Amended Credit Agreement, and (G) if it is a Foreign Lender, agent or arrangerit has delivered any documentation required to be delivered by such New Lender pursuant to the terms of the Amended Credit Agreement, duly completed and executed by such New Lender; and (bii) agrees that (iA) it will, independently and without reliance on the Administrative Agent, 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 Loan Documents, and (iiB) it will perform in accordance with their terms all of the obligations that which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) The address of each New Lender for purposes of Section 10.02 of the Amended Credit Agreement is as set forth in such New Lender’s Administrative Questionnaire delivered by such New Lender to the Administrative Agent on or before the Fourth Amendment Effective Date, or such other address as shall be designated by such New Lender in accordance with Section 10.02 of the Amended Credit Agreement.

Appears in 1 contract

Samples: Credit Agreement (Mohawk Industries Inc)

New Lenders. (a) By its execution of this Amendment, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Person identified as a “Lender) ” on the signature pages hereto that is providing any portion of not already a Lender under the TLB 2024 Refinancing Term Loan or the TLA-2 Facility after giving effect to this Amendment Credit Agreement (each such Person, a “New Lender”) hereby (i) acknowledges, agrees and confirms and agrees that, on and after the Amendment No. 13 Effective Dateby its execution of this Amendment, it such New Lender shall be deemed to be a party to the Credit Agreement as of the First Amendment Effective Date and a Lender, ” for all purposes of the Credit Agreement and the other Loan Documents and shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder thereunder, and its Loans and (ii) agrees to provide Commitments to in the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or as amounts set forth on the update to Schedule 2.01 attached hereto. Each New Lender hereby ratifies, as Exhibit B hereto of the First Amendment Effective Date, and agrees to be bound by, all of the terms, provisions and conditions applicable to Lenders contained in the Credit Agreement (with respect to the TLA-2 Facilityas amended hereby). Each New Lender severally, acknowledges that it has a participation interest in each Letter of Credit issued prior to the First Amendment Effective Date and not jointly, further any drawings thereunder. (ab) Each New Lender (i) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (iiB) it meets all the requirements to be an assignee under Section 11.06(b)(iii) and (v) of an Eligible Assignee the Credit Agreement (subject to such consents, if any, as may be required under Section 11.06(b)(iii) of the Credit Agreement), (iiiC) from and after the First Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement (including, from and after the First Amendment Effective Date, as amended hereby) as a Lender thereunder and shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to its decision to enter into this Amendment and to become a Lender under the Credit Agreement and either it, or the Person exercising discretion in making its decision to enter into this Amendment and to become a Lender under the Credit Agreement, is experienced in transactions of such type, (ivE) it has received a copy of the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 6.05 or Section 7.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Agreement and to become a Lender under the Credit Agreement on the basis of which Agreement, (F) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement, and (G) if it is a Foreign Lender, agent or arrangerit has delivered any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by such New Lender; and (bii) agrees that (iA) it will, independently and without reliance on the Administrative Agent, 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 Loan Documents, and (iiB) it will perform in accordance with their terms all of the obligations that which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) Each Loan Party agrees that, as of the First Amendment Effective Date, each New Lender shall be a party to the Credit Agreement and a “Lender” for all purposes of the Credit Agreement and the other Loan Documents and shall have the rights and obligations of a Lender thereunder. (d) The address of each New Lender for purposes of Section 11.02 of the Credit Agreement is as set forth in such New Lender’s Administrative Questionnaire delivered by such New Lender to the Administrative Agent on or before the First Amendment Effective Date, or such other address as shall be designated by such New Lender in accordance with Section 11.02 of the Credit Agreement.

Appears in 1 contract

Samples: First Amendment (Cantel Medical Corp)

New Lenders. By its execution Subject to the occurrence of this Amendmentthe Third Amendment Effective Date, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing Term Loan or parties hereto hereby agrees that each of the TLA-2 Facility after giving effect to this Amendment Lenders (each including certain existing Lenders becoming a Revolving Lender with a new Class of Revolving Commitment) listed on Schedule I hereto (each, a “New Lender” and, collectively, the “New Lenders”) hereby confirms will (and agrees that, on does hereby) become a “Revolving Lender” under and after the Amendment No. 13 Effective Date, it shall be a party to for all purposes of the Credit Agreement with a Commitment of a Class and amount as a Lender, shall have set forth on Schedule II hereto and hereby agrees to be bound by and comply with all of the rights terms and be obligated provisions of the Credit Agreement applicable to it as a “Revolving Lender” thereunder and that it will perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained which by the Administrative Agent (with respect terms of the Credit Agreement are required to the TLB 2024 Refinancing Term Loan) or be performed by it as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility)a Revolving Lender. Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Revolving Lender under the Credit Agreement. For the avoidance of doubt, the Commitments of each Lender (iiincluding the New Lenders) it meets all requirements of an Eligible Assignee under the Credit Agreement, (iii) from and after the Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy set forth in Schedule I of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, amended and such other documents and information restated hereby as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent, any other Lender, agent or arranger; and (b) agrees that (i) it will, independently and without reliance on 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 set forth in taking or not taking action under the Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that by the terms of the Loan Documents are required to be performed by it as a LenderExhibit B hereto.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Blue Owl Technology Income Corp.)

New Lenders. By its execution (a) Subject to the occurrence of this Amendmentthe Amendment Effective Date (as hereinafter defined), each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Lender) that is providing any portion of the TLB 2024 Refinancing Term Loan or parties hereto hereby agrees that each of the TLA-2 Facility after giving effect to this Amendment Lenders (each including certain existing Lenders becoming a Lender with a new Class of Commitment) listed on Schedule I hereto (each, a “New Lender” and, collectively, the “New Lenders”) hereby confirms will (and agrees that, on does hereby) become a “Lender” under and after the Amendment No. 13 Effective Date, it shall be a party to for all purposes of the Credit Agreement with Commitments of a Class and amount as a Lender, shall have set forth on Schedule I hereto and hereby agrees to be bound by and comply with all of the rights terms and be obligated provisions of the Credit Agreement applicable to it as a “Lender” thereunder and that it will perform all of the obligations of a Lender thereunder and its Loans and Commitments to the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained which by the Administrative Agent (with respect terms of the Credit Agreement are required to the TLB 2024 Refinancing Term Loan) or be performed by it as set forth on the update to Schedule 2.01 attached as Exhibit B hereto (with respect to the TLA-2 Facility)a Lender. Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement. For the avoidance of doubt, the Commitments of each Lender (iiincluding the New Lenders) it meets all requirements of an Eligible Assignee under the Credit Agreement, (iii) from and after the Amendment No. 13 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (ivset forth in Schedule 1.01(b) it has received a copy of the Credit Agreement, together with copies as amended hereby. (b) Each of the most recent Lenders (including each New Lender) hereby acknowledges and agrees that (i) no Lender nor the Administrative Agent has made any representations or warranties or assumed any responsibility with respect to (A) any statements, warranties or representations made by any Obligor in or in connection with this Amendment, the Credit Agreement or any other Loan Document or, with respect to any Obligor, the execution, legality, validity, enforceability, genuineness or sufficiency of this Amendment, the Credit Agreement or any other Loan Document or (B) the financial statements delivered pursuant to Section 6.01 thereof, as applicable, and condition of any Obligor or the performance by any Obligor of its obligations hereunder or under the Credit Agreement or any other Loan Document; (ii) it has received such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement on the basis of which this Amendment; and (iii) it has made such analysis and decision independently and without reliance on the Administrative Agent, any other Lender, agent or arranger; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent, or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue continues to make its own credit decisions in taking or not taking action under the Loan Documents, independently and (ii) it will perform in accordance with their terms all of without reliance upon the obligations that by the terms of the Loan Documents are required to be performed by it as a Administrative Agent or any other Lender.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (Bain Capital Specialty Finance, Inc.)

New Lenders. (a) By its execution of this AmendmentAgreement, each TLB 2024 Refinancing Lender and each TLA-2 Lender (other than an Existing Person identified as a “New Lender) ” on the signature pages hereto that is providing any portion of not already a Lender under the TLB 2024 Refinancing Term Loan or the TLA-2 Facility after giving effect to this Amendment Credit Agreement (each such Person, a “New Lender”) hereby (i) acknowledges, agrees and confirms and agrees that, on and after the Amendment No. 13 Effective Dateby its execution of this Agreement, it such New Lender shall be deemed to be a party to the Credit Agreement as of the date hereof and a Lender, ” for all purposes of the Credit Agreement and shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder thereunder, and its Loans and (ii) agrees to provide the Commitments to in the TLB 2024 Refinancing Term Loan and/or the TLA-2 Facility shall be either as maintained by the Administrative Agent (with respect to the TLB 2024 Refinancing Term Loan) or as amount set forth on the update to Schedule 2.01 1.01(b) attached as Exhibit B hereto (with respect to the TLA-2 Facility)hereto. Each New Lender severallyhereby ratifies, as of the date hereof, and not jointlyagrees to be bound by, further all of the terms, provisions and conditions applicable to Lenders contained in the Credit Agreement. Each New Lender acknowledges that it has a participation interest in each Swingline Loan made prior to the date hereof and in each Letter of Credit issued prior to the date hereof and any drawings thereunder. (ab) Each New Lender (i) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (iiB) it meets all the requirements of to be an Eligible Assignee under the terms of the Credit Agreement (subject to such consents, if any, as may be required under the terms of the Credit Agreement), (iiiC) from and after the Amendment No. 13 Effective Datedate hereof, it shall be bound by the provisions of the Credit Agreement and the other Loan Documents as a Lender thereunder and shall have the obligations of a Lender thereunder, (D) it is sophisticated with respect to decisions to become a Lender under the Credit Agreement and it is experienced in transactions of this type, (ivE) it has received a copy of the Credit Agreement, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicablethe terms of the Credit Agreement, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Agreement and to become a Lender under the Credit Agreement on the basis of which Agreement, (F) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent, Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement and to become a Lender under the Credit Agreement, and (G) if it is a Foreign Lender, agent or arrangerit has delivered any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by such New Lender; and (bii) agrees that (iA) it will, independently and without reliance on upon the Administrative Agent, 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 Loan Documents, and (iiB) it will perform in accordance with their terms all of the obligations that which by the terms of the Loan Documents are required to be performed by it as a Lender. (c) Each Loan Party agrees that, as of the date hereof, each New Lender shall (i) be a party to the Credit Agreement, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (d) The address of each New Lender for purposes of 11.02 of the Credit Agreement is as set forth in such New Lender’s Administrative Questionnaire delivered by such New Lender to the Administrative Agent on or before the date hereof, or such other address as shall be designated by such New Lender in accordance with Section 11.02 of the Credit Agreement.

Appears in 1 contract

Samples: Incremental Term Loan Lender Joinder Agreement and Additional Credit Extension Amendment (Ducommun Inc /De/)