Ratification; No Novation Sample Clauses
The "Ratification; No Novation" clause confirms that any actions taken or agreements made are formally approved and accepted by the relevant parties, but do not create a new contract or replace the original agreement. In practice, this means that while the parties may acknowledge and validate certain amendments, waivers, or consents, the underlying contract remains in effect as originally established, and no new obligations or parties are introduced. This clause ensures continuity of the original agreement and prevents unintended replacement or discharge of existing contractual duties, thereby maintaining the integrity of the initial contract while allowing for necessary modifications or acknowledgments.
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Ratification; No Novation. (a) The amendments and waivers set forth herein are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) be a consent to, or acknowledgment of, any amendment, waiver or modification of any other term or condition of the Facility Agreement or of any other instrument or agreement referred to therein or (ii) prejudice any right or remedy which the Bank or any other party may now have or may have in the future under or in connection with the Facility Agreement as amended hereby or any other instrument or agreement referred to therein. This Amendment shall be construed in connection with and as part of the Facility Agreement, and all terms, conditions, representations, warranties, covenants and agreements set forth in the Facility Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.
(b) Neither this Amendment nor the replacement of the terms of the Facility Agreement by the terms of this Amendment shall extinguish the obligations for the payment of money outstanding under the Facility Agreement or discharge or release any lien granted by the Cash Collateral Agreement. Nothing expressed or implied in this Amendment or any other document contemplated hereby or thereby shall be construed as a release or other discharge of the Applicant under any Financing Document from any of its obligations and liabilities thereunder. Each Financing Document shall remain in full force and effect, except as modified hereby or in connection herewith. This Amendment is a Financing Document executed pursuant to the Facility Agreement and shall be construed, administered and applied in accordance with the terms and provisions thereof. Each reference in the Facility Agreement to “this Agreement,” “hereunder,” “hereof,” “herein” or words of similar import shall mean and be a reference to the Facility Agreement as amended by this Amendment, and each reference herein or in any other Financing Document to the “Facility Agreement” shall mean and be a reference to the Facility Agreement as amended and modified by this Amendment.
Ratification; No Novation. Except as expressly amended hereby, the Credit Agreement is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Amendment shall form a part of the Credit Agreement for all purposes. It is the intent of the parties hereto, and the parties hereto agree, that this Amendment shall not constitute a novation of the Credit Agreement, any other Loan Document or any of the rights, obligations or liabilities thereunder.
Ratification; No Novation. Except as expressly amended hereby, the Credit Agreement is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Amendment shall form a part of the Credit Agreement for all purposes. It is the intent of the parties hereto, and the parties hereto agree, that this Amendment shall not constitute a novation of the Credit Agreement, any other Loan Document or any of the rights, obligations or liabilities thereunder. For the avoidance of doubt, the provisions of Section 11.20 of the Credit Agreement are incorporated by reference into this Amendment mutatis mutandis as if set forth in full herein.
Ratification; No Novation. Except to the extent hereby amended, the Credit Agreement and each of the Loan Documents remain in full force and effect and are hereby ratified and affirmed. The Credit Agreement, as amended by the Amendment, is not intended to be, and shall not constitute, a novation. All Loans made, and all Obligations incurred, under the Credit Agreement which are outstanding on the Amendment Effective Date shall constitute Loans and Obligations, respectively, under (and shall be governed by the terms of) the Credit Agreement, as amended by the Amendment, and the other Loan Documents.
Ratification; No Novation. Borrower and each of the other Credit Parties hereby ratifies and reaffirms each and every term, covenant and condition set forth or incorporated by reference in the Credit Agreement (as amended and supplemented by this Amendment), all Loan Documents and all other documents delivered by Borrower in connection therewith (including without limitation the other documents executed in connection with Letters of Credit to which any Credit Party is a party) effective as of the date hereof and none of the rights, interests and obligations existing and to exist under such documents are hereby released, diminished or impaired. The execution and delivery of this Amendment shall not, and shall not be deemed to, constitute a novation of any indebtedness or other obligations owing to the Administrative Agent or the Lenders under the Credit Agreement, the other Loan Documents or any other documents delivered by Borrower in connection therewith (including without limitation the other documents executed in connection with Letters of Credit to which any Credit Party is a party). Subject to Section 4, on the date of this Amendment, the Credit Agreement shall be amended and supplemented as described in this Amendment, and all loans and other obligations of the Credit Parties outstanding as of the date hereof under the Credit Agreement shall be deemed to be loans and obligations outstanding under the Credit Agreement as amended, without further action by any Person.
Ratification; No Novation. Notwithstanding anything to the contrary contained in this Amendment, all the Obligations under this Agreement shall remain in full force and effect and nothing contained in this Amendment shall be construed to constitute a novation of the Obligations or to release, discharge, terminate or otherwise affect of impair in any manner whatsoever the validity of the Obligations, the liability of the Borrower or any Guarantor now or hereafter liable under or on account of the Loan Documents relating to the Obligations.
Ratification; No Novation. Except as set forth herein and therein, all Loan Documents are hereby ratified and confirmed in all respects. The term Loan Documents, as used in the Loan Documents, shall mean the Loan Documents as amended hereby and thereby. The parties do not intend for this Agreement or any of the other Loan Documents to effect, nor does this Agreement or any of the Loan Documents constitute, a novation of the obligations of the Borrowers evidenced by the Original Credit Agreement and the Loan Documents referred to therein. This Agreement and the other Loan Documents constitute an amendment and restatement of the terms governing such obligations.
Ratification; No Novation. After giving effect to this Amendment, the Borrower and the UK Borrowers hereby ratify and confirm the representations, warranties and covenants contained in the Financing Agreement, except that to the extent any such representation, warranty or covenant by its express terms relates to an earlier date, such representation, warranty or covenant, as applicable, was true and correct in all material respects on and as of such earlier date. The Borrower, the UK Borrowers and the Lender agree that this Amendment is not intended to and shall not cause a novation with respect to any or all of the Obligations. Except as expressly modified herein, all of the terms, conditions and provisions of the Financing Agreement shall continue in full force and effect.
Ratification; No Novation. Except as set forth herein and therein, all Loan Documents, including the Security Agreement, are hereby ratified and confirmed in all respects. The term Loan Documents, as used in the Loan Documents, shall mean the Loan Documents as amended hereby and thereby. The parties do not intend for this Agreement or any of the other Loan Documents to effect, nor does this Agreement or any of the Loan Documents constitute, a novation of the obligations of the Borrowers evidenced by the Original Credit Agreement and the Loan Documents referred to therein. This Agreement and the other Loan Documents, other than the Security Agreement to be delivered pursuant to Section 8.18(a)(i)(A), constitute an amendment and restatement of the terms governing such obligations.
Ratification; No Novation. No express or implied waiver of or forbearance with respect to any Default or Event of Default shall in any way be, or be construed to be, a waiver of or forbearance with respect to any future or subsequent Default or Event of Default. No failure on the part of any Creditor Party to exercise, and no delay in exercising, any right hereunder or under any Financing Document shall operate as a waiver thereof; nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. Nothing herein contained shall obligate the Creditor Parties to extend or consider extending the Standstill Period.