Common use of New Revolving Lenders Clause in Contracts

New Revolving Lenders. Each Assignee, (a) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Restated Credit Agreement, (b) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Restated Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, (c) agrees that it will perform in accordance with their terms all of the obligations that, by the terms of the Restated Credit Agreement, are required to be performed by it as a Lender, (d) represents and warrants that it (i) is an Assignee (as defined in the Credit Agreement), (ii) has full power and authority, and has taken all actions necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and (iii) is sophisticated with respect to decisions to acquire assets of the type represented by the Commitments and either it or the Person exercising discretion in making the decision to acquire the Commitments of such New Revolving Lender is experienced in acquiring assets of such type, (e) confirms it has received or has been given the opportunity to receive such documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and become a party to the Restated Credit Agreement and to assume its Commitments independently and without reliance upon the Administrative Agent or any Lender, (f) has specified its Domestic Lending Office (and address for notices) and Eurodollar Lending Office in writing to the Administrative Agent and (g) if applicable, has delivered to the Administrative Agent two properly completed Forms X-0XXX, X-0XXX or successor or form prescribed by the Internal Revenue Service of the United States, certifying that such New Revolving Lender is entitled to receive all payments under the Restated Credit Agreement and the Notes payable to it without deduction or withholding of any United States federal income taxes.

New Revolving Lenders. Each Assignee, (a) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Restated Credit Agreement, (b) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Restated Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, (c) agrees that it will perform in accordance with their terms all of the obligations that, by the terms of the Restated Credit Agreement, are required to be performed by it as a Lender, (d) represents and warrants that it (i) is an Assignee (as defined in the Credit Agreement), (ii) has full power and authority, and has taken all actions necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and (iii) is sophisticated with respect to decisions to acquire assets of the type represented by the Commitments and either it or the Person exercising discretion in making the decision to acquire the Commitments of such New Revolving Lender is experienced in acquiring assets of such type, (e) confirms it has received or has been given the opportunity to receive such documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and become a party to the Restated Credit Agreement and to assume its Commitments independently and without reliance upon the Administrative Agent or any Lender, (f) has specified its Domestic Lending Office (and address for notices) and Eurodollar Lending Office in writing to the Administrative Agent and (g) if applicable, has delivered to the Administrative Agent two properly completed Forms X-0XXX, X-0XXX or successor or form prescribed by the Internal Revenue Service of the United States, certifying that such New Revolving Lender is entitled to receive all payments under the Restated Credit Agreement and the Notes payable to it without deduction or withholding of any United States federal income taxes.

New Revolving Lenders. Each AssigneeIn consideration of the terms and conditions set forth in this Amendment and the Credit Agreement, each of ING Capital LLC and First National Bank of Pennsylvania, each as a new Revolving Lender (each herein, a “New Revolving Lender”), agrees as follows: (a) such New Revolving Lender acknowledges and agrees that upon its execution of this Amendment that such New Revolving Lender shall become a “Lender” under, and for all purposes of, the Credit Agreement and the other Loan Documents, and shall be subject to and bound by the terms thereof, and shall perform all the obligations of and shall have all rights of a Lender thereunder; (b) such New Revolving Lender hereby agrees to commit to provide its Revolving Commitment as set forth on Annex B hereto; and (c) such New Revolving Lender: (i) confirms that it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and the Credit Agreement, that it is sophisticated with respect to decisions to make loans similar to those contemplated to be made under the Credit Agreement, and it is experienced in making loans of such type; (ii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender or Agent 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 Restated Credit Agreement, ; (biii) 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 Restated Credit Agreement and the other Loan Documents as are respectively delegated to the Administrative Agent and Collateral Agent by the terms thereof, together with such powers as are reasonably incidental thereto, ; and (civ) agrees that it will perform in accordance with their terms all of the obligations that, which by the terms of the Restated Credit Agreement, Agreement are required to be performed by it as a Lender. Upon the Amendment Effective Date, (d) represents and warrants the Administrative Agent shall make such reallocations, if any, of each Lender’s Pro Rata Share of all Loans as are necessary in order that it (i) is an Assignee (as defined in the Credit Agreement), (ii) has full power and authority, and has taken all actions necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and (iii) is sophisticated Total Utilization of Revolving Commitments with respect to decisions to acquire assets such Lender reflects such Lender’s Pro Rata Share of the type represented by the Commitments and either it or the Person exercising discretion Total Utilization of Revolving Commitments. Nothing contained in making the decision to acquire the Commitments of such New Revolving Lender is experienced in acquiring assets of such type, (e) confirms it has received or has been given the opportunity to receive such documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and become a party to the Restated Credit Agreement and to assume its Commitments independently and without reliance upon the Administrative Agent or any Lender, (f) has specified its Domestic Lending Office (and address for notices) and Eurodollar Lending Office in writing to the Administrative Agent and (g) if applicable, has delivered to the Administrative Agent two properly completed Forms X-0XXX, X-0XXX other Loan Document shall constitute or successor or form prescribed by the Internal Revenue Service be construed as a novation of any of the United States, certifying that such New Revolving Lender is entitled to receive all payments Obligations under the Restated Existing Credit Agreement and the Notes payable to it without deduction or withholding of any United States federal income taxesAgreement.

New Revolving Lenders. Each AssigneeNew Revolving Lender (i) confirms that it has received a copy of the Existing Credit Agreement and the other Credit Documents and the exhibits and schedules thereto, together with copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and the Credit Agreement; (aii) agrees that it will, independently and without reliance upon any Administrative Agent, the Administrative Agent Lead Arrangers 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 Restated Credit Agreement, ; (biii) appoints and authorizes the each Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Restated Credit Agreement and the other Loan Credit Documents as are delegated to the such Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, ; and (civ) agrees that it will perform in accordance with their terms all of the obligations that, which by the terms of the Restated Credit Agreement, Agreement are required to be performed by it as a Lender, (d) represents and warrants that it (i) is an Assignee (as defined the case may be, in each case, in accordance with the terms thereof as set forth in the Credit Agreement), (ii) has full power and authority, and has taken all actions necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and (iii) is sophisticated with respect to decisions to acquire assets of the type represented by the Commitments and either it or the Person exercising discretion in making the decision to acquire the Commitments of such . Each New Revolving Lender is experienced in acquiring assets of such type, (e) confirms acknowledges and agrees that it has received or has been given the opportunity to receive such documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and shall become a party to “Revolving Credit Lender” under, and for all purposes of, the Restated Credit Agreement and to assume its Commitments independently and without reliance upon the Administrative Agent or any Lender, (f) has specified its Domestic Lending Office (and address for notices) and Eurodollar Lending Office in writing to the Administrative Agent and (g) if applicable, has delivered to the Administrative Agent two properly completed Forms X-0XXX, X-0XXX or successor or form prescribed by the Internal Revenue Service of the United States, certifying that such New Revolving Lender is entitled to receive all payments under the Restated Credit Agreement and the Notes payable other Credit Documents, and shall be subject to it without deduction or withholding and bound by the terms thereof, and shall have all rights of any United States federal income taxesa “Revolving Credit Lender” thereunder.

New Revolving Lenders. Each AssigneeNew Revolving Lender (i) confirms that it has received a copy of the Existing Credit Agreement and the other Credit Documents and the exhibits and schedules thereto, together with copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and the Credit Agreement; (aii) agrees that it will, independently and without reliance upon the Revolver Administrative Agent Agent, the Lead Arrangers 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 Restated Credit Agreement, ; (biii) appoints and authorizes the each Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Restated Credit Agreement and the other Loan Credit Documents as are delegated to the such Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, ; and (civ) agrees that it will perform in accordance with their terms all of the obligations that, which by the terms of the Restated Credit Agreement, Agreement are required to be performed by it as a Lender, (d) represents and warrants that it (i) is an Assignee (as defined the case may be, in each case, in accordance with the terms thereof as set forth in the Credit Agreement), (ii) has full power and authority, and has taken all actions necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and (iii) is sophisticated with respect to decisions to acquire assets of the type represented by the Commitments and either it or the Person exercising discretion in making the decision to acquire the Commitments of such . Each New Revolving Lender is experienced in acquiring assets of such type, (e) confirms acknowledges and agrees that it has received or has been given the opportunity to receive such documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and shall become a party to “Revolving Credit Lender” under, and for all purposes of, the Restated Credit Agreement and to assume its Commitments independently and without reliance upon the Administrative Agent or any Lender, (f) has specified its Domestic Lending Office (and address for notices) and Eurodollar Lending Office in writing to the Administrative Agent and (g) if applicable, has delivered to the Administrative Agent two properly completed Forms X-0XXX, X-0XXX or successor or form prescribed by the Internal Revenue Service of the United States, certifying that such New Revolving Lender is entitled to receive all payments under the Restated Credit Agreement and the Notes payable other Credit Documents, and shall be subject to it without deduction or withholding and bound by the terms thereof, and shall have all rights of any United States federal income taxesa “Revolving Credit Lender” thereunder.