RATIFICATION AND AGREEMENT. Credit Parties hereby ratify the Loan Documents and acknowledge, agree and affirm that, from and after the Closing Date, (a) Credit Parties remain bound by all terms of the Loan Documents, as applicable, (b) Credit Parties are responsible for the continuing observance and full performance of their respective obligations pursuant to the Loan Documents and (c) the obligations of Credit Parties pursuant to the Loan Documents remain unchanged and in full force and effect, other than as expressly provided for in this Amendment.
RATIFICATION AND AGREEMENT. THIS AGREEMENT made and entered into this day of , 2021 by and between the Belmond-Xxxxxx Community School District and the Belmond-Xxxxxx Education Association consisting of Articles 1 through 5, inclusive. BELMOND-XXXXXX COMMUNITY SCHOOL DISTRICT BELMOND-XXXXXX EDUCATION ASSOCIATION By: By: President, Xxxxxxx-Xxxxxx CSD President, Xxxxxxx-Xxxxxx EA By: By: Superintendent, Xxxxxxx-Xxxxxx CSD Vice-President, Xxxxxxx-Xxxxxx EA By: Board Secretary, Xxxxxxx-Xxxxxx CSD
RATIFICATION AND AGREEMENT. Upon the occurrence of a Disposition Default, and prior to the implementation of the procedures set forth in Article II above the Repo Purchaser, the Note A Indenture Trustee, or the Note B Indenture Trustee may give prompt written notice to the other parties of their election to utilize the procedures set forth herein for determining the deficiency claims (or surplus amounts); provided, however, that such valuation procedures shall be utilized only if all parties hereto provide written consent to the use of such procedures to all parties to this Agreement within ten (10) Business Days of receipt of such election. To do so, each party hereto must execute and deliver an agreement, acknowledgement, consent, confirmation and waiver (the "Consent and Waiver") as may be reasonably requested jointly by the Repo Purchaser, the Note A Indenture Trustee and the Note B Indenture Trustee, and CMI and as otherwise may be necessary or required, to both ratify and affirm their collective agreement to determine such deficiency claims (or surplus) pursuant to the terms, conditions and procedures of said Article II and to waive any and all rights to otherwise determine such deficiency claims of the Repo Purchaser, the Note A Indenture Trustee and the Note B Indenture Trustee, or any surplus amounts owing to CMI whether under the applicable provisions of the Uniform Commercial Code or in any manner other than as set forth in said Article II. Any party's failure to execute and deliver the Consent and Waiver within ten (10) Business Days after receipt thereof following the occurrence of a Disposition Default shall constitute a waiver and termination of the rights and benefits provided for under this Agreement and the Repo Purchaser, the Note A Indenture Trustee the Note B Indenture Trustee, and CMI shall be released from any obligations hereunder and shall thereupon be free to pursue the determination of their respective deficiency claims against or right to any surplus amounts without regard to this Agreement. This Agreement and all terms and conditions hereof are intended to be an optional method of determining and resolving any disputes among the parties hereto regarding valuation of the Sale Collateral and the respective interests of the Repo Purchaser, the Note A Indenture Trustee and the Note B Indenture Trustee therein and the determination of (i) any deficiency claims that the Repo Purchaser, the Note A Indenture Trustee or the Note B Indenture Trustee, as the case ma...
