Ratification and Affirmation. Each Loan Party hereto hereby: (i) acknowledges the terms of this Amendment; (ii) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iii) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 of this Amendment: (A) each of the representations and warranties in the Loan Documents is true and correct in all material respects (without duplication of any materiality qualifier contained therein) (it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to be true and correct in all material respects only as of such specified date, without duplication of any materiality qualifier contained therein) and (B) no Default exists, will exist, or would result therefrom; and (iv) represents and warrants that as of the Amendment No. 2 Effective Date, to its knowledge, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment No. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateral.
Appears in 3 contracts
Samples: Credit Agreement (Archrock, Inc.), Credit Agreement (Archrock Partners, L.P.), Credit Agreement
Ratification and Affirmation. Each Loan Party hereto The Borrower hereby: (i) acknowledges the terms of this Third Amendment; (ii) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iii) agrees that, from and after the Third Amendment Effective Date, each reference to the Credit Agreement in the Security Instruments and the other Loan Documents shall be deemed to be a reference to the Credit Agreement, as amended by this Third Amendment; and (iv) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 terms of this Third Amendment, including the waivers and consents contained herein: (A) each all of the representations and warranties made by the Borrower contained in the each Loan Documents Document to which it is a party are true and correct in all material respects (without duplication of any except that such materiality qualifier contained therein) (it being understood and agreed that shall not be applicable to any representation or warranty which that is already qualified or modified by its terms is made materiality in the text thereof) on and as of a specified the date shall be required hereof, except to be the extent such representations and warranties are expressly limited to an earlier date, in which case, such representations and warranties are true and correct in all material respects only as of such specified earlier date, without duplication of ; provided that no representations and warranties are made herein as to any materiality qualifier contained therein) Prior Financial Information; and (B) other than any Default or Event of Default that may exist with respect to the Specified Potential Defaults and Related Potential Defaults, no Default exists, will exist, or would result therefrom; Event of Default has occurred and (iv) represents and warrants that as of the Amendment No. 2 Effective Date, to its knowledge, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment No. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateralcontinuing.
Appears in 1 contract
Samples: Credit Agreement (Archrock, Inc.)
Ratification and Affirmation. Each Loan Party hereto The Borrower hereby: (i) acknowledges the terms of this Second Amendment; (ii) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iii) agrees that, from and after the Second Amendment Effective Date, each reference to the Credit Agreement in the Security Instruments and the other Loan Documents shall be deemed to be a reference to the Credit Agreement, as amended by this Second Amendment; and (iv) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 terms of this Second Amendment, including the waivers and consents contained herein: (A) each all of the representations and warranties made by the Borrower contained in the each Loan Documents Document to which it is a party are true and correct in all material respects (without duplication of any except that such materiality qualifier contained therein) (it being understood and agreed that shall not be applicable to any representation or warranty which that is already qualified or modified by its terms is made materiality in the text thereof) on and as of a specified the date shall be required hereof, except to be the extent such representations and warranties are expressly limited to an earlier date, in which case, such representations and warranties are true and correct in all material respects only as of such specified earlier date, without duplication of ; provided that no representations and warranties are made herein as to any materiality qualifier contained therein) Prior Financial Information; and (B) other than any Default or Event of Default with respect to the Specified Potential Defaults and Related Potential Defaults, no Default exists, will exist, or would result therefrom; Event of Default has occurred and (iv) represents and warrants that as of the Amendment No. 2 Effective Date, to its knowledge, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment No. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateralcontinuing.
Appears in 1 contract
Samples: Credit Agreement (Exterran Corp)
Ratification and Affirmation. Each Loan Party hereto hereby: (i) acknowledges the terms of this Amendment; (ii) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iii) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 of this Amendment: (A) each of the representations and warranties in the Loan Documents is true and correct in all material respects (without duplication of any materiality qualifier contained therein) (it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to be true and correct in all material respects only as of such specified date, without duplication of any materiality qualifier contained therein) and (B) no Default exists, will exist, or would result therefrom; and (iv) represents and warrants that as of the Amendment No. 2 3 Effective Date, to its knowledge, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment No. 2 3 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateral.
Appears in 1 contract
Samples: Credit Agreement (Archrock, Inc.)
Ratification and Affirmation. Each Loan Party hereto The Borrower hereby: (i) acknowledges the terms of this Fourth Amendment; (ii) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iii) agrees that, from and after the Fourth Amendment Effective Date, each reference to the Credit Agreement in the Security Instruments and the other Loan Documents shall be deemed to be a reference to the Credit Agreement, as amended by this Fourth Amendment; and (iv) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 terms of this Fourth Amendment, including the waivers and consents contained herein: (A) each all of the representations and warranties made by the Borrower contained in the each Loan Documents Document to which it is a party are true and correct in all material respects (without duplication of any except that such materiality qualifier contained therein) (it being understood and agreed that shall not be applicable to any representation or warranty which that is already qualified or modified by its terms is made materiality in the text thereof) on and as of a specified the date shall be required hereof, except to be the extent such representations and warranties are expressly limited to an earlier date, in which case, such representations and warranties are true and correct in all material respects only as of such specified earlier date, without duplication of ; provided that no representations and warranties are made herein as to any materiality qualifier contained therein) Prior Financial Information; and (B) other than any Default or Event of Default that may exist with respect to the Specified Potential Defaults and Related Potential Defaults, no Default exists, will exist, or would result therefrom; Event of Default has occurred and (iv) represents and warrants that as of the Amendment No. 2 Effective Date, to its knowledge, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment No. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateralcontinuing.
Appears in 1 contract
Samples: Credit Agreement (Archrock, Inc.)
Ratification and Affirmation. Each Loan Party hereto of the undersigned Guarantors hereby: (ia) acknowledges the terms of this Fifth Amendment; (iib) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iiic) agrees that from and after the Fifth Amendment Effective Date (as defined in this Fifth Amendment) each reference to the Credit Agreement in the Loan Documents shall be deemed to be a reference to the Credit Agreement, as amended by this Fifth Amendment; and (d) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 terms of this Fifth Amendment: (Ai) each all of the representations and warranties contained in the each Loan Documents Document to which it is a party are true and correct in all material respects (without duplication of any materiality qualifier contained therein) (it being understood respects, unless such representations and agreed that any representation or warranty warranties are stated to relate to a specific earlier date, in which by its terms is made as of a specified date case, such representations and warranties shall be required continue to be true and correct in all material respects only as of such specified date, without duplication of any materiality qualifier contained therein) earlier date and (Bii) no Default existshas occurred and is continuing. Executed as a DEED by: SOLANA PETROLEUM EXPLORATION (COLUMBIA) LIMITED By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Director GRAN TIERRA EXCHANGECO INC. By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: President and Chief Executive Officer Executed as a DEED by: GRAN TIERRA ENERGY INTERNATIONAL HOLDINGS LTD. By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Director GRAN TIERRA ENERGY CAYMAN ISLANDS INC. By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Director ARGOSY ENERGY, will existLLC By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Manager GRAN TIERRA ENERGY COLOMBIA, or would result therefrom; and (iv) represents and warrants that as of the Amendment NoLTD. 2 Effective DateBy: Argosy Energy, to its knowledgeLLC, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment No. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention general partner of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the sameGran Tierra Energy Colombia, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateral.Ltd. By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Manager
Appears in 1 contract
Ratification and Affirmation. Each Loan Party hereto hereby: (ia) acknowledges the terms The execution, delivery and effectiveness of this Amendment; (ii) ratifies Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of the Collateral Agent or any Purchaser under the Existing Note Purchase Agreement or any Note Document, or constitute a waiver or amendment of any other provision of the Existing Note Purchase Agreement or any Note Document except as and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party the extent expressly set forth herein. Section 9.6 of the Note Purchase Agreement remains in full force and effecteffect and is hereby ratified and confirmed by Issuer and the Existing Guarantor. Except as expressly provided herein, neither the execution by the Collateral Agent or any Purchaser of this Amendment, nor any other act or omission by the Collateral Agent or any Purchaser or their respective officers in connection herewith, shall be deemed a waiver by the Collateral Agent or any Purchaser of any defaults which may exist or which may occur in the future under the Note Purchase Agreement and/or the other Note Documents (collectively, “Violations”). Similarly, nothing contained in this Amendment shall directly or | indirectly in any way whatsoever either: (i) impair, prejudice or otherwise adversely affect the Collateral Agent’s or any Purchaser’s right at any time to exercise any right, privilege or remedy in connection with the Note Documents with respect to any Violations, (ii) amend or alter any provision of the Note Purchase Agreement, the other Note Documents, or any other contract or instrument, except as expressly amended herebyset forth herein, after giving effect to the amendments contained herein; or (iii) represents and warrants to the Administrative Agent and the Lenders that as constitute any course of dealing or other basis for altering any obligation of Issuer or any right, privilege or remedy of the date hereofCollateral Agent or the Purchasers under the Note Purchase Agreement, after giving effect to the amendments set forth in Section 2 of this Amendment: (A) each of the representations and warranties in the Loan Documents is true and correct in all material respects (without duplication of any materiality qualifier contained therein) (it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to be true and correct in all material respects only as of such specified date, without duplication of any materiality qualifier contained therein) and (B) no Default exists, will existother Note Documents, or would result therefrom; and (iv) represents and warrants that as of the Amendment No. 2 Effective Date, to its knowledge, the information included in any Beneficial Ownership Certification provided on other contract or prior to the Amendment No. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateralinstrument.
Appears in 1 contract
Samples: Note Purchase Agreement (5E Advanced Materials, Inc.)
Ratification and Affirmation. Each Loan Party hereto The Borrower hereby: (i) acknowledges the terms of this Second Amendment; (ii) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iii) agrees that, from and after the Second Amendment Effective Date, each reference to the Credit Agreement in the Security Instruments and the other Loan Documents shall be deemed to be a reference to the Credit Agreement, as amended by this Second Amendment; and (iv) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 terms of this Second Amendment, including the waivers and consents contained herein: (A) each all of the representations and warranties made by the Borrower contained in the each Loan Documents Document to which it is a party are true and correct in all material respects (without duplication of any except that such materiality qualifier contained therein) (it being understood and agreed that shall not be applicable to any representation or warranty which that is already qualified or modified by its terms is made materiality in the text thereof) on and as of a specified the date shall be required hereof, except to be the extent such representations and warranties are expressly limited to an earlier date, in which case, such representations and warranties are true and correct in all material respects only as of such specified earlier date, without duplication of ; provided that no representations and warranties are made herein as to any materiality qualifier contained therein) Prior Financial Information; and (B) other than any Default or Event of Default that may exist with respect to the Specified Potential Defaults and Related Potential Defaults, no Default exists, will exist, or would result therefrom; Event of Default has occurred and (iv) represents and warrants that as of the Amendment No. 2 Effective Date, to its knowledge, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment No. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateralcontinuing.
Appears in 1 contract
Samples: Credit Agreement (Archrock, Inc.)
Ratification and Affirmation. Each Loan Party hereto The Borrower hereby: (i) acknowledges the terms of this Fifth Amendment; (ii) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iii) agrees that, from and after the Fifth Amendment Effective Date, each reference to the Credit Agreement in the Security Instruments and the other Loan Documents shall be deemed to be a reference to the Credit Agreement, as amended by this Fifth Amendment; and (iv) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 terms of this Fifth Amendment, including the waivers and consents contained herein: (A) each all of the representations and warranties made by the Borrower contained in the each Loan Documents Document to which it is a party are true and correct in all material respects (without duplication of any except that such materiality qualifier contained therein) (it being understood and agreed that shall not be applicable to any representation or warranty which that is already qualified or modified by its terms is made materiality in the text thereof) on and as of a specified the date shall be required hereof, except to be the extent such representations and warranties are expressly limited to an earlier date, in which case, such representations and warranties are true and correct in all material respects only as of such specified earlier date, without duplication of ; provided that no representations and warranties are made herein as to any materiality qualifier contained therein) Prior Financial Information; and (B) other than any Default or Event of Default that may exist with respect to the Specified Potential Defaults and Related Potential Defaults, no Default exists, will exist, or would result therefrom; Event of Default has occurred and (iv) represents and warrants that as of the Amendment No. 2 Effective Date, to its knowledge, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment No. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateralcontinuing.
Appears in 1 contract
Samples: Credit Agreement (Archrock, Inc.)
Ratification and Affirmation. Each Loan Party hereto (including, for the avoidance of doubt, the Joining Subsidiary Guarantor) hereby: (i) acknowledges the terms of this First Amendment; (ii) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iii) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 provisions of this First Amendment: (A) each of the representations and warranties in the Loan Documents is true and correct in all material respects (without duplication of any materiality qualifier contained therein) (it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to be true and correct in all material respects only as of such specified date, without duplication of any materiality qualifier contained therein) and (B) no Default exists, will exist, or would result therefrom; and (iv) represents and warrants that as of the First Amendment No. 2 Effective Date, to its knowledge, the information included in any Beneficial Ownership Certification provided on or prior to the First Amendment No. 2 Effective Date to any Lender in connection with this First Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this First Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this First Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateral.
Appears in 1 contract
Samples: Credit Agreement (Archrock, Inc.)
Ratification and Affirmation. Each Loan Party hereto The Borrower hereby: (i) acknowledges the terms of this Fourth Amendment; (ii) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iii) agrees that, from and after the Fourth Amendment Effective Date, each reference to the Credit Agreement in the Security Instruments and the other Loan Documents shall be deemed to be a reference to the Credit Agreement, as amended by this Fourth Amendment; and (iv) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 terms of this Fourth Amendment, including the waivers and consents contained herein: (A) each all of the representations and warranties made by the Borrower contained in the each Loan Documents Document to which it is a party are true and correct in all material respects (without duplication of any except that such materiality qualifier contained therein) (it being understood and agreed that shall not be applicable to any representation or warranty which that is already qualified or modified by its terms is made materiality in the text thereof) on and as of a specified the date shall be required hereof, except to be the extent such representations and warranties are expressly limited to an earlier date, in which case, such representations and warranties are true and correct in all material respects only as of such specified earlier date, without duplication of ; provided that no representations and warranties are made herein as to any materiality qualifier contained therein) Prior Financial Information; and (B) other than any Default or Event of Default with respect to the Specified Potential Defaults and Related Potential Defaults, no Default exists, will exist, or would result therefrom; Event of Default has occurred and (iv) represents and warrants that as of the Amendment No. 2 Effective Date, to its knowledge, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment No. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateral.continuing
Appears in 1 contract
Samples: Credit Agreement (Exterran Corp)
Ratification and Affirmation. Each Loan Party hereto The Borrower hereby: (i) acknowledges the terms of this Third Amendment; (ii) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iii) agrees that, from and after the Third Amendment Effective Date, each reference to the Credit Agreement in the Security Instruments and the other Loan Documents shall be deemed to be a reference to the Credit Agreement, as amended by this Third Amendment; and (iv) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 terms of this Third Amendment, including the waivers and consents contained herein: (A) each all of the representations and warranties made by the Borrower contained in the each Loan Documents Document to which it is a party are true and correct in all material respects (without duplication of any except that such materiality qualifier contained therein) (it being understood and agreed that shall not be applicable to any representation or warranty which that is already qualified or modified by its terms is made materiality in the text thereof) on and as of a specified the date shall be required hereof, except to be the extent such representations and warranties are expressly limited to an earlier date, in which case, such representations and warranties are true and correct in all material respects only as of such specified earlier date, without duplication of ; provided that no representations and warranties are made herein as to any materiality qualifier contained therein) Prior Financial Information; and (B) other than any Default or Event of Default with respect to the Specified Potential Defaults and Related Potential Defaults, no Default exists, will exist, or would result therefrom; Event of Default has occurred and (iv) represents and warrants that as of the Amendment No. 2 Effective Date, to its knowledge, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment No. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateral.continuing
Appears in 1 contract
Samples: Credit Agreement (Exterran Corp)
Ratification and Affirmation. Each Loan Party hereto The Borrower hereby: (i) acknowledges the terms of this First Amendment; (ii) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iii) agrees that, from and after the First Amendment Effective Date, each reference to the Credit Agreement in the Security Instruments and the other Loan Documents shall be deemed to be a reference to the Credit Agreement, as amended by this First Amendment; and (iv) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 terms of this First Amendment, including the waivers and consents contained herein: (A) each all of the representations and warranties made by the Borrower contained in the each Loan Documents Document to which it is a party are true and correct in all material respects (without duplication of any except that such materiality qualifier contained therein) (it being understood and agreed that shall not be applicable to any representation or warranty which that is already qualified or modified by its terms is made materiality in the text thereof) on and as of a specified the date shall be required hereof, except to be the extent such representations and warranties are expressly limited to an earlier date, in which case, such representations and warranties are true and correct in all material respects only as of such specified earlier date, without duplication of ; provided that no representations and warranties are made herein as to any materiality qualifier contained therein) Prior Financial Information; and (B) other than any Default or Event of Default that with respect to the Specified Potential Defaults and Related Potential Defaults, no Default exists, will exist, or would result therefrom; Event of Default has occurred and (iv) represents and warrants that as of the Amendment No. 2 Effective Date, to its knowledge, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment No. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateralcontinuing.
Appears in 1 contract
Samples: Credit Agreement (Exterran Corp)
Ratification and Affirmation. Each Loan Party hereto of the undersigned Guarantors hereby: (ia) acknowledges the terms of this Fourth Amendment; (iib) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iiic) agrees that from and after the Effective Date (as defined in this Fourth Amendment) each reference to the Credit Agreement in the Loan Documents shall be deemed to be a reference to the Credit Agreement, as amended by this Fourth Amendment; and (d) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 terms of this Fourth Amendment: (Ai) each all of the representations and warranties contained in the each Loan Documents Document to which it is a party are true and correct in all material respects (without duplication of any materiality qualifier contained therein) (it being understood respects, unless such representations and agreed that any representation or warranty warranties are stated to relate to a specific earlier date, in which by its terms is made as of a specified date case, such representations and warranties shall be required continue to be true and correct in all material respects only as of such specified date, without duplication of any materiality qualifier contained therein) earlier date and (Bii) no Default existshas occurred and is continuing. Executed as a DEED by: SOLANA PETROLEUM EXPLORATION (COLUMBIA) LIMITED By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Assistant Secretary GRAN TIERRA EXCHANGECO INC. By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Assistant Secretary Executed as a DEED by: GRAN TIERRA ENERGY INTERNATIONAL HOLDINGS LTD. By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Assistant Secretary GRAN TIERRA ENERGY CAYMAN ISLANDS INC. By: /s/ Xxxxxxx Xxxxxxxx Name Xxxxxxx Xxxxxxxx Title Assistant Secretary ARGOSY ENERGY, will existLLC By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Assistant Secretary GRAN TIERRA ENERGY COLOMBIA, or would result therefrom; and (iv) represents and warrants that as of the Amendment NoLTD. 2 Effective DateBy: Argosy Energy, to its knowledgeLLC, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment No. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention general partner of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the sameGran Tierra Energy Colombia, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateral.Ltd. By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Assistant Secretary
Appears in 1 contract
Ratification and Affirmation. Each Loan Party hereto of the undersigned Guarantors hereby: (ia) acknowledges the terms of this Seventh Amendment; (iib) ratifies and affirms its obligations under, and acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, after giving effect to the amendments contained herein; (iiic) agrees that from and after the Seventh Amendment Effective Date (as defined in this Seventh Amendment) each reference to the Credit Agreement in the Loan Documents shall be deemed to be a reference to the Credit Agreement, as amended by this Seventh Amendment; and (d) represents and warrants to the Administrative Agent and the Lenders that as of the date hereof, after giving effect to the amendments set forth in Section 2 terms of this Seventh Amendment: (Ai) each all of the representations and warranties contained in the each Loan Documents Document to which it is a party are true and correct in all material respects (without duplication of any materiality qualifier contained therein) (it being understood respects, unless such representations and agreed that any representation or warranty warranties are stated to relate to a specific earlier date, in which by its terms is made as of a specified date case, such representations and warranties shall be required continue to be true and correct in all material respects only as of such specified date, without duplication of any materiality qualifier contained therein) earlier date and (Bii) no Default existshas occurred and is continuing. EXECUTED AS A DEED by: SOLANA PETROLEUM EXPLORATION (COLUMBIA) LIMITED /s/ Xxxxxxx Xxxxx Xxxxxxxxx Witness By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Director GRAN TIERRA EXCHANGECO INC. By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: President & CEO EXECUTED AS A DEED by: GRAN TIERRA ENERGY INTERNATIONAL HOLDINGS LTD. /s/ Xxxxxxx Xxxxx Xxxxxxxxx Witness By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Director Signature Page Seventh Amendment to Credit Agreement EXECUTED AS A DEED by: GRAN TIERRA ENERGY CAYMAN ISLANDS INC. /s/ Xxxxxxx Xxxxx Xxxxxxxxx Witness By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Director ARGOSY ENERGY, will existLLC By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Manager GRAN TIERRA ENERGY COLOMBIA, or would result therefrom; and (iv) represents and warrants that as of the Amendment NoLTD. 2 Effective DateBy: Argosy Energy, to its knowledgeLLC, the information included in any Beneficial Ownership Certification provided on or prior to the Amendment Nogeneral partner of Gran Tierra Energy Colombia, Ltd. By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Manager GRAN TIERRA ENERGY BRASIL LTDA. 2 Effective Date to any Lender in connection with this Amendment is true and correct in all material respects. It is the intention of the parties hereto that neither this Amendment nor anything contained herein constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, all of which shall remain in full force and effect after the date hereof, as amended hereby. If, notwithstanding the intention of the parties set forth in the previous sentence, this Amendment or the transactions contemplated hereby are deemed to constitute a novation of the obligations outstanding under the Existing Credit Agreement or any Collateral securing the same, then, as collateral security for the Secured Obligations, each Loan Party hereby grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, and right of set-off against, and acknowledges and agrees that the Administrative Agent has and shall continue to have until the Termination Date for the benefit of the Secured Parties a continuing lien on and security interest in, and right of set-off against, all right, title, and interest of such Loan Party, whether now owned or existing or hereafter created, acquired or arising, in and to all of the Collateral.By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: President WITNESSES: /s/ Xxxxxxx Xxxxx Victorino____________Name: Xxxxxxx Xxxxx VictorinoID: _____________________________Name:ID: Signature Page
Appears in 1 contract