Common use of No Further Amendments; Ratification of Liability Clause in Contracts

No Further Amendments; Ratification of Liability. Except as expressly amended hereby, the Term Loan Agreement and each of the other Loan Documents shall remain in full force and effect in accordance with their respective terms, and the Lenders and the Administrative Agent hereby require strict compliance with the terms and conditions of the Term Loan Agreement and the other Loan Documents in the future, in each case, pursuant to the terms of the Loan Documents. Each of the Borrower and Holdings hereby (i) restates, ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Term Loan Agreement and the other Loan Documents to which it is a party, all as amended by this Amendment, and the liens and security interests granted, created and perfected thereby and (ii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Document to which it is a party, or reduce, impair or discharge the obligations of the Borrower or Holdings or the Collateral granted to the Administrative Agent and/or the Lenders thereunder. The Lenders’ agreement to the terms of this Amendment or any other amendment of the Term Loan Agreement or any other Loan Document shall not be deemed to establish or create a custom or course of dealing between the Borrower, Holdings or the Lenders, or any of them. This Amendment shall be deemed to be a “Loan Document” for all purposes under the Term Loan Agreement. After the effectiveness of this Amendment, each reference to the Term Loan Agreement in any of the Loan Documents shall be deemed to be a reference to the Term Loan Agreement as amended by this Amendment. The amendments contained herein shall be deemed to have prospective application only.

Appears in 3 contracts

Samples: Term Loan Agreement (Root, Inc.), Term Loan Agreement (Root Stockholdings, Inc.), Term Loan Agreement (Root, Inc.)

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No Further Amendments; Ratification of Liability. Except as expressly amended hereby, the Term Loan Existing Credit Agreement and each of the other Loan Documents Documents, as amended hereby, shall remain in full force and effect in accordance with their respective terms, and the Lenders and the Administrative Agent hereby require strict compliance with the terms and conditions of the Term Loan Amended Credit Agreement and the other Loan Documents Documents, as amended hereby, in the future, in each case, pursuant . No Loan Party has any knowledge of any challenge to the terms of Administrative Agent’s or any Xxxxxx’s claims arising under the Loan Documents. Each of the Borrower and Holdings the other Loan Parties hereby (i) restates, ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Term Loan Amended Credit Agreement and the other Loan Documents to which it is a party, all as amended by this Amendment, and the liens and security interests granted, created and perfected thereby Amendment and (ii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Document Document, as amended hereby, to which it is a party, or reduce, impair or discharge the obligations of the Borrower or Holdings or any other Loan Party. The Guarantor hereby acknowledges its receipt of a copy of this Amendment and its review of the Collateral granted terms and conditions hereof and consents to the Administrative Agent and/or terms and conditions of this Amendment and the Lenders thereundertransactions contemplated hereby. The Guarantor hereby (a) affirms and confirms its guarantees under the Guaranty and Security Agreement, and (b) agrees that (i) Guaranty and Security Agreement shall continue to be in full force and effect and (ii) all guarantees under the Guaranty and Security Agreement shall continue to be in full force and effect and shall accrue to the benefit of the Lenders. The Lenders’ agreement to the terms of this Amendment or any other amendment of the Term Loan Existing Credit Agreement or any other Loan Document shall not be deemed to establish or create a custom or course of dealing between the Borrower, Holdings Borrower or any other Loan Party or the Lenders, or any of them. This Amendment shall be deemed to be a “Loan Document” for all purposes under the Term Loan Amended Credit Agreement. After the effectiveness of this Amendment, each reference to the Term Loan Existing Credit Agreement in any of the Loan Documents shall be deemed to be a reference to the Term Loan Agreement as amended by this Amendment. The amendments contained herein shall be deemed to have prospective application onlyAmended Credit Agreement.

Appears in 3 contracts

Samples: Credit Agreement (Apollo Medical Holdings, Inc.), Credit Agreement and Waiver (Apollo Medical Holdings, Inc.), Credit Agreement (Apollo Medical Holdings, Inc.)

No Further Amendments; Ratification of Liability. Except as expressly amended hereby, the Term Loan Note Purchase Agreement and each of the other Loan Note Documents shall remain in full force and effect in accordance with their respective terms, and the Lenders Noteholders and the Administrative Agent hereby require strict compliance with the terms and conditions of the Term Loan Note Purchase Agreement and the other Loan Note Documents in the future, in each case, pursuant to the terms of the Loan Note Documents. Each of the Borrower Issuer and Holdings hereby (i) restates, ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Term Loan Note Purchase Agreement and the other Loan Note Documents to which it is a party, all as amended by this Amendment, and the liens and security interests granted, created and perfected thereby and (ii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Note Document to which it is a party, or reduce, impair or discharge the obligations of the Borrower Issuer or Holdings or the Collateral granted to the Administrative Agent and/or the Lenders Noteholders thereunder. The LendersNoteholders’ agreement to the terms of this Amendment or any other amendment of the Term Loan Note Purchase Agreement or any other Loan Note Document shall not be deemed to establish or create a custom or course of dealing between the BorrowerIssuer, Holdings or the LendersNoteholders, or any of them. This Amendment shall be deemed to be a “Loan Note Document” for all purposes under the Term Loan Note Purchase Agreement. After the effectiveness of this Amendment, each reference to the Term Loan Note Purchase Agreement in any of the Loan Note Documents shall be deemed to be a reference to the Term Loan Note Purchase Agreement as amended by this Amendment. The amendments contained herein shall be deemed to have prospective application only.

Appears in 3 contracts

Samples: Note Purchase Agreement (Root, Inc.), Note Purchase Agreement (Root Stockholdings, Inc.), Note Purchase Agreement (Root, Inc.)

No Further Amendments; Ratification of Liability. Except as expressly amended or waived hereby, the Term Loan Credit Agreement and each of the other Loan Documents shall remain in full force and effect in accordance with their respective terms, and the Lenders and the Administrative Agent hereby require strict compliance with the terms and conditions of the Term Loan Credit Agreement and the other Loan Documents in the future, in each case, pursuant to the terms of the Loan Documents. Each of the Borrower Borrower, Holdings and Holdings the Subsidiary Loan Parties hereby (i) restates, ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Term Loan Credit Agreement and the other Loan Documents to which it is a party, all as amended by this Amendment, and the liens and security interests granted, created and perfected thereby and (ii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Document to which it is a party, or reduce, impair or discharge the obligations of the Borrower or Holdings Borrower, Holdings, the Subsidiary Loan Parties or the Collateral granted to the Administrative Agent and/or the Lenders thereunder. The Lenders' agreement to the terms of this Amendment or any other amendment of the Term Loan Credit Agreement or any other Loan Document shall not be deemed to establish or create a custom or course of dealing between the Borrower, Holdings Holdings, the Subsidiary Loan Parties or the Lenders, or any of them. This Amendment shall be deemed to be a "Loan Document" for all purposes under the Term Loan Credit Agreement. After the effectiveness of this Amendment, each reference to the Term Loan Credit Agreement in any of the Loan Documents shall be deemed to be a reference to the Term Loan Credit Agreement as amended by this Amendment. The amendments contained herein shall be deemed to have prospective application only.

Appears in 2 contracts

Samples: Credit Agreement (Perion Network Ltd.), Credit Agreement (Perion Network Ltd.)

No Further Amendments; Ratification of Liability. Except as expressly amended hereby, the Term Loan Existing Credit Agreement and each of the other Loan Documents Documents, as amended hereby, shall remain in full force and effect in accordance with their respective terms, and the Lenders Lenders, the Issuing Bank and the Administrative Agent hereby require strict compliance with the terms and conditions of the Term Loan Amended Credit Agreement and the other Loan Documents Documents, as amended hereby, in the future, in each case, pursuant . No Loan Party has any knowledge of any challenge to the terms of Administrative Agent’s or any Xxxxxx’s claims arising under the Loan Documents. Each of the Borrower and Holdings the other Loan Parties hereby (i) restates, ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Term Loan Amended Credit Agreement and the other Loan Documents to which it is a party, all as amended by this Amendment, and the liens and security interests granted, created and perfected thereby Amendment and (ii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Document Document, as amended hereby, to which it is a party, or reduce, impair or discharge the obligations of the Borrower or Holdings or any other Loan Party. The Guarantor hereby acknowledges its receipt of a copy of this Amendment and its review of the Collateral granted terms and conditions hereof and consents to the Administrative Agent and/or terms and conditions of this Amendment and the Lenders thereundertransactions contemplated hereby. The Guarantor hereby (a) affirms and confirms its guarantees under the Guaranty and Security Agreement, and (b) agrees that (i) Guaranty and Security Agreement shall continue to be in full force and effect and (ii) all guarantees under the Guaranty and Security Agreement shall continue to be in full force and effect and shall accrue to the benefit of the Lenders. The Lenders’ agreement to the terms of this Amendment or any other amendment of the Term Loan Existing Credit Agreement or any other Loan Document shall not be deemed to establish or create a custom or course of dealing between the Borrower, Holdings Borrower or any other Loan Party or the Lenders, or any of them. This Amendment shall be deemed to be a “Loan Document” for all purposes under the Term Loan Amended Credit Agreement. After the effectiveness of this Amendment, each reference to the Term Loan Existing Credit Agreement in any of the Loan Documents shall be deemed to be a reference to the Term Loan Agreement as amended by this Amendment. The amendments contained herein shall be deemed to have prospective application onlyAmended Credit Agreement.

Appears in 1 contract

Samples: Credit Agreement (Astrana Health, Inc.)

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No Further Amendments; Ratification of Liability. Except as expressly amended or waived hereby, the Term Loan Credit Agreement and each of the other Loan Documents shall remain in full force and effect in accordance with their respective terms, and the Lenders and the Administrative Agent hereby require strict compliance with the terms and conditions of the Term Loan Credit Agreement and the other Loan Documents in the future, in each case, pursuant to the terms of the Loan Documents. Each of the Borrower Borrower, Holdings and Holdings the Subsidiary Loan Parties hereby (i) restates, ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Term Loan Credit Agreement and the other Loan Documents to which it is a party, all as amended by this Amendment, and the liens and security interests granted, created and perfected thereby and (ii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Document to which it is a party, or reduce, impair or discharge the obligations of the Borrower or Holdings Borrower, Holdings, the Subsidiary Loan Parties or the Collateral granted to the Administrative Agent and/or the Lenders thereunder. The Lenders’ agreement to the terms of this Amendment or any other amendment of the Term Loan Credit Agreement or any other Loan Document shall not be deemed to establish or create a custom or course of dealing between the Borrower, Holdings Holdings, the Subsidiary Loan Parties or the Lenders, or any of them. This Amendment shall be deemed to be a “Loan Document” for all purposes under the Term Loan Credit Agreement. After the effectiveness of this Amendment, each reference to the Term Loan Credit Agreement in any of the Loan Documents shall be deemed to be a reference to the Term Loan Credit Agreement as amended by this Amendment. The amendments contained herein shall be deemed to have prospective application only.

Appears in 1 contract

Samples: Credit Agreement (Perion Network Ltd.)

No Further Amendments; Ratification of Liability. Except as expressly amended or waived hereby, the Term Loan Credit Agreement and each of the other Loan Documents shall remain in full force and effect in accordance with their respective terms, and the Lenders and the Administrative Agent hereby require strict compliance with the terms and conditions of the Term Loan Agreement and the other Loan Documents in the future, in each case, pursuant to the terms of the Loan Documents. Each of the Borrower and Holdings the other Loan Parties hereby (i) restates, ratifies, confirms and reaffirms its respective liabilities, payment and performance obligations (contingent or otherwise) and each and every term, covenant and condition set forth in the Term Loan Credit Agreement and the other Loan Documents to which it is a party, all as amended by this Amendment, and the liens and security interests granted, created and perfected thereby thereby, (ii) acknowledges and reaffirms that all liens and security interests granted to the Administrative Agent and the Lenders under the Loan Documents by such Loan Party remain in full force and effect and shall continue to secure the Obligations and (iiiii) acknowledges and agrees that this Amendment shall not in any way affect the validity and enforceability of any Loan Document to which it is a party, or reduce, impair or discharge the obligations of the Borrower or Holdings Borrower, the other Loan Parties or the Collateral granted to the Administrative Agent and/or the Lenders thereunder. The Lenders’ agreement to the terms of this Amendment or any other amendment of the Term Loan Credit Agreement or any other Loan Document shall not be deemed to establish or create a custom or course of dealing between the Borrower, Holdings the other Loan Parties or the Lenders, or any of them. This Amendment shall be deemed to be a “Loan Document” for all purposes under the Term Loan Credit Agreement. After the effectiveness of this Amendment, each reference to the Term Loan Credit Agreement in any of the Loan Documents shall be deemed to be a reference to the Term Loan Credit Agreement as amended by this Amendment. The Each Loan Party agrees that the amendments contained herein shall be deemed in this Amendment are solely to have prospective application only.amend the terms of the Credit Agreement and do not in any way affect the validity and/or enforceability of any Loan Document, or reduce, impair or discharge the obligations of such Person thereunder. 

Appears in 1 contract

Samples: Credit Agreement (Tutor Perini Corp)

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