Common use of Reaffirmation of Guarantees and Security Interests Clause in Contracts

Reaffirmation of Guarantees and Security Interests. The Borrower hereby consents to the terms and conditions of this First Amendment, including the borrowings of the Incremental Term Loans as contemplated herein. In addition, the Borrower hereby (a) affirms and confirms its guarantees, pledges, grants and other undertakings under the Existing Credit Agreement (as amended by this First Amendment), the Amended and Restated Credit Agreement as of the Funding and Repricing Date, and the other Financing Documents to which it is a party, (b) agrees that (i) each Financing Document to which it is a party shall continue to be in full force and effect and (ii) all guarantees, pledges, grants and other undertakings thereunder shall continue to be in full force and effect (as amended by First Amendment) and shall accrue to the benefit of the Secured Parties, and (c) acknowledges that from and after the Funding and Repricing Date, all Incremental Tranche A Term Loans shall be deemed to be “Tranche A Term Loans” and Obligations and all Incremental Tranche B Term Loans shall be deemed to be “Tranche B Term Loans” and Obligations.

Reaffirmation of Guarantees and Security Interests. The Borrower Each Loan Party party hereto hereby acknowledges its receipt of a copy of this Amendment and its review of the terms and conditions hereof and consents to the terms and conditions of this First AmendmentAmendment and the transactions contemplated hereby, including the borrowings provision of the Incremental Term Loans as contemplated hereinRevolving Credit Commitments. In addition, the Borrower Each Loan Party hereby (a) affirms and confirms its prior guarantees, pledges, grants and other undertakings under the Existing Credit Agreement (as amended by this First Amendment), the Amended and Restated Credit Agreement as of the Funding and Repricing Date, and the other Financing Loan Documents to which it is a party, (b) agrees that (i) the Credit Agreement and each Financing other Loan Document to which it is a party shall continue to be in full force and effect and (ii) all prior guarantees, pledges, grants and other undertakings thereunder shall continue to be in full force and effect (as amended by First Amendment) and shall accrue to the benefit of the Secured Parties, including the Incremental Revolving Credit Lenders, and (c) acknowledges that from and after the Funding and Repricing Datedate hereof, all Incremental Tranche A Term Loans Revolving Credit Commitments from time to time outstanding shall be deemed to be “Tranche A Term Loans” and Obligations Obligations. Without limiting the generality of the foregoing, the Collateral Documents and all Incremental Tranche B Term Loans of the Collateral described therein do and shall be deemed continue to be “Tranche B Term Loans” secure the payment of all Secured Obligations of the Loan Parties under the Credit Agreement and Obligationsthe other Loan Documents, in each case, as amended by this Amendment.

Reaffirmation of Guarantees and Security Interests. The Borrower Each Loan Party party hereto hereby acknowledges its receipt of a copy of this Amendment and its review of the terms and conditions hereof and consents to the terms and conditions of this First AmendmentAmendment and the transactions contemplated hereby, including the borrowings provision of the Incremental Term Loans as contemplated hereinNo. In addition, the Borrower 3 Revolving Credit Commitments. Each Loan Party hereby (a) affirms and confirms its prior guarantees, pledges, grants and other undertakings under the Existing Credit Agreement (as amended by this First Amendment), the Amended and Restated Credit Agreement as of the Funding and Repricing Date, and the other Financing Loan Documents to which it is a party, (b) agrees that (i) the Credit Agreement and each Financing other Loan Document to which it is a party shall continue to be in full force and effect and (ii) all prior guarantees, pledges, grants and other undertakings thereunder shall continue to be in full force and effect (as amended by First Amendment) and shall accrue to the benefit of the Secured Parties, including the Incremental No. 3 Revolving Credit Lenders, and (c) acknowledges that from and after the Funding and Repricing Datedate hereof, all Incremental Tranche A Term Loans No. 3 Revolving Credit Commitments from time to time outstanding shall be deemed to be “Tranche A Term Loans” and Obligations Obligations. Without limiting the generality of the foregoing, the Collateral Documents and all Incremental Tranche B Term Loans of the Collateral described therein do and shall be deemed continue to be “Tranche B Term Loans” secure the payment of all Secured Obligations of the Loan Parties under the Credit Agreement and Obligationsthe other Loan Documents, in each case, as amended by this Amendment.

Reaffirmation of Guarantees and Security Interests. The Borrower Each Loan Party hereby acknowledges its receipt of a copy of this Amendment and its review of the terms and conditions hereof and consents to the terms and conditions of this First AmendmentAmendment and the transactions contemplated hereby, including the borrowings any extension of credit under the Incremental Term Loans as contemplated hereinAmendment Revolving Commitment Increase. In addition, the Borrower Each Loan Party hereby (a) affirms and confirms its guarantees, pledges, grants and other undertakings under the Existing Credit Agreement (as amended by this First Amendment), the Amended and Restated Credit Agreement as of the Funding and Repricing Date, and the other Financing Loan Documents to which it is a party, (b) agrees that (i) each Financing Loan Document to which it is a party shall continue to be in full force and effect and (ii) all guarantees, pledges, grants and other undertakings thereunder shall continue to be in full force and effect (as amended by First Amendment) and shall accrue to the benefit of the Secured Parties, including the Incremental Amendment Revolving Lenders, and (c) acknowledges that from and after the Funding date hereof, the Incremental Amendment Revolving Commitment Increase and Repricing Date, all the Incremental Tranche A Term Loans Amendment LC Commitment from time to time outstanding shall be deemed to be “Tranche A Term Loans” and Obligations and all Incremental Tranche B Term Loans shall be deemed to be “Tranche B Term Loans” and Secured Obligations.

Reaffirmation of Guarantees and Security Interests. The Borrower Each Loan Party hereby acknowledges its receipt of a copy of this Second Restatement Agreement and its review of the terms and conditions hereof and consents to the terms and conditions of this First AmendmentSecond Restatement Agreement and the transactions contemplated hereby, including the borrowings extension of credit in the form of the Incremental Initial Term Loans as contemplated hereinA-2 Loans, Delayed Draw Term A-2 Loan Commitments and Revolving Commitments. In addition, the Borrower Each Loan Party hereby (a) affirms and confirms its guarantees, pledgesits prior pledges and grants of Liens on the Collateral, grants with all such Liens continuing in full force and effect after giving effect to this Second Restatement Agreement, and its other undertakings under the Existing Credit Agreement (as amended by this First Amendment), the Amended and Restated Credit Agreement as of the Funding and Repricing Date, and the other Financing Loan Documents to which it is a party, (b) agrees that (i) each Financing Loan Document to which it is a party shall continue to be in full force and effect and (ii) all guarantees, pledges, prior pledges and grants of Liens on the Collateral and other undertakings thereunder shall continue to be in full force and effect (as amended by First Amendment) and shall accrue to the benefit of the Secured Parties, including the New Lenders, and (c) acknowledges that from and after the Funding and Repricing Datedate hereof, all Incremental Tranche A Initial Term Loans A-2 Loans, Delayed Draw Term A-2 Loan Commitments and Revolving Commitments from time to time outstanding shall be deemed to be “Tranche A Term Loans” and Obligations and all Incremental Tranche B Term Loans shall be deemed to be “Tranche B Term Loans” and Obligations.

Reaffirmation of Guarantees and Security Interests. The Borrower Each Loan Party hereby acknowledges its receipt of a copy of this Second Amendment and its review of the terms and conditions hereof and consents to the terms and conditions of this First Second Amendment and the transactions contemplated hereby, including the extensions of credit in the form of the Floor Plan Loans made pursuant to the Floor Plan Increase contemplated hereunder. Except as provided in this Second Amendment, including as it relates to the borrowings scope of Obligations secured by the Incremental Term Loans as contemplated herein. In additionCollateral on and after the Second Amendment Effective Date, the Borrower each Loan Party hereby (a) affirms and confirms its guarantees, pledges, grants and other undertakings under the Existing Credit Agreement (as amended by this First Amendment)Agreement, the Amended Guarantee and Restated Credit Agreement as of the Funding and Repricing DateCollateral Agreement, and the other Financing Credit Documents to which it is a party, (b) agrees that (i) each Financing Credit Document to which it is a party shall continue to be in full force and effect and (ii) all guarantees, pledges, grants and other undertakings thereunder shall continue to be in full force and effect (as amended by First Amendment) and shall accrue to the benefit of the Secured Parties, including the Floor Plan Lenders, and (c) acknowledges that from and after the Funding and Repricing Datedate hereof, all Incremental Tranche A Term the Floor Plan Loans made pursuant to the Floor Plan Increase contemplated hereunder in each case from time to time outstanding shall be deemed to be Obligations. In furtherance of the foregoing, each Loan Party party hereto affirms and confirms its guarantee of the Obligations as a “Tranche A Term LoansGuarantor” party to the Guarantee and Obligations and all Incremental Tranche B Term Loans shall be deemed to be “Tranche B Term Loans” and ObligationsCollateral Agreement.

Reaffirmation of Guarantees and Security Interests. The Borrower Each Loan Party hereby acknowledges its receipt of a copy of this Amendment and its review of the terms and conditions hereof and hereby confirms and consents to the terms and conditions of this First AmendmentAmendment and the transactions contemplated thereby, including the borrowings extension of the Incremental New RC Commitments, New RC Loans and New Term Loans as contemplated hereinA Loans. In addition, for the Borrower benefit of the Administrative Agent on behalf of the Secured Parties (including, without limitation, the New RC Lenders and New Term A Lenders), each Loan Party hereby (a) affirms and confirms its guarantees, pledges, grants and other undertakings under the Existing Credit Agreement (as amended by this First Amendment), the Amended and Restated Credit Agreement as of the Funding and Repricing Date, and the other Financing Loan Documents to which it is a party, (b) agrees that (i) each Financing Loan Document to which it is a party shall continue to be in full force and effect and (ii) all guarantees, pledges, grants and other undertakings thereunder shall continue to be in full force and effect (as amended by First Amendment) and shall accrue to the benefit of the Secured Parties, including the New RC Lenders and New Term A Lenders, and (c) acknowledges that from and after the Funding and Repricing Datedate hereof, all Incremental Tranche New RC Loans and New Term A Term Loans shall be deemed to be “Tranche A Term Loans” and Obligations and all Incremental Tranche B Term Loans shall Obligations. Nothing herein can or may be deemed to be “Tranche B Term Loans” and Obligationsconstrued as a novation of the Credit Agreement or any other Loan Document.

Reaffirmation of Guarantees and Security Interests. The Borrower Each Loan Party hereby acknowledges its receipt of a copy of this Incremental Amendment and its review of the terms and conditions hereof and consents to the terms and conditions of this First AmendmentIncremental Amendment and the transactions contemplated hereby, including the borrowings extension of credit in the form of the Third Incremental Term Loans as contemplated hereinAmendment Revolving Loans. In additionEach Loan Party, the Borrower after giving effect to this Incremental Amendment, hereby (a) affirms affirms, ratifies and confirms its prior obligations, Liens, guarantees, pledges, grants of security interest and other undertakings under the Existing First Lien Credit Agreement (as amended by this First Amendment), the Amended and Restated Credit Agreement as of the Funding and Repricing Date, and the other Financing First Lien Loan Documents to which it is a party, (b) agrees that (i) the Existing First Lien Credit Agreement and each Financing other First Lien Loan Document to which it is a party party, as amended by this Incremental Amendment, shall continue to be in full force and effect and (ii) all Liens, guarantees, security interests, pledges, grants and other undertakings thereunder shall continue to be in full force and effect (as amended by First Amendment) and shall accrue to the benefit of the Secured PartiesParties (as defined in the First Lien Collateral Agreement), including the Third Incremental Amendment Revolving Lenders, and (c) acknowledges that from and after the Funding and Repricing Datedate hereof, all Third Incremental Tranche A Term Amendment Revolving Loans from time to time outstanding shall be deemed to be “Tranche A Term Loans” and Obligations and all Incremental Tranche B Term Loans shall be deemed to be “Tranche B Term Loans” and Secured Obligations.. Without limiting the generality of the foregoing, the Security Documents

Reaffirmation of Guarantees and Security Interests. The Borrower Each Loan Party hereby acknowledges its receipt of a copy of this Incremental Joinder Agreement and its review of the terms and conditions hereof and consents to the terms and conditions of this First AmendmentIncremental Joinder Agreement and the transactions contemplated thereby, including any Credit Events made available by the borrowings of Total LC Limit Increase and the Incremental Term Loans as contemplated hereinTotal Issuance Cap Increase. In addition, the Borrower Each Loan Party hereby (a) affirms and confirms its guarantees, pledges, grants grants, charges, mortgages and other security interests and undertakings under the Existing Credit Agreement (as amended by this First Amendment), the Amended and Restated Credit Agreement as of the Funding and Repricing Date, ULCA and the other Financing Loan Documents to which it is a party, (b) agrees that (i) each Financing Loan Document to which it is a party shall continue to be in full force and effect and (ii) all guarantees, pledges, grants grants, charges, mortgages and other security interests and undertakings thereunder shall continue to be in full force and effect and guarantee or secure (as amended by First Amendmentapplicable) the Obligations and shall accrue to the benefit of the Secured Parties, including the Incremental LC Lender, notwithstanding the entry into of this Incremental Joinder Agreement and (c) acknowledges that from and after the Funding and Repricing Datedate hereof, all Incremental Tranche A Term Loans LC Exposure attributable to the Total LC Limit Increase and the Total Issuance Cap Increase from time to time shall be deemed to be “Tranche A Term Loans” and Obligations and all Incremental Tranche B Term Loans shall be deemed to be “Tranche B Term Loans” and Obligations. SECTION 7.

Reaffirmation of Guarantees and Security Interests. The Borrower Each Loan Party hereby acknowledges its receipt of a copy of this Incremental Joinder Agreement and its review of the terms and conditions hereof and consents to the terms and conditions of this First AmendmentIncremental Joinder Agreement and the transactions contemplated thereby, including any Credit Events made available by the borrowings of Total LC Limit Increase and the Incremental Term Loans as contemplated hereinTotal Issuance Cap Increase. In addition, the Borrower Each Loan Party hereby (a) affirms and confirms its guarantees, pledges, grants grants, charges, mortgages and other security interests and undertakings under the Existing Credit Agreement (as amended by this First Amendment), the Amended and Restated Credit Agreement as of the Funding and Repricing Date, ULCA and the other Financing Loan Documents to which it is a party, (b) agrees that (i) each Financing Loan Document to which it is a party shall continue to be in full force and effect and (ii) all guarantees, pledges, grants grants, charges, mortgages and other security interests and undertakings thereunder shall continue to be in full force and effect and guarantee or secure (as amended by First Amendmentapplicable) the Obligations and shall accrue to the benefit of the Secured Parties, including the Incremental LC Lenders, notwithstanding the entry into of this Incremental Joinder Agreement and (c) acknowledges that from and after the Funding and Repricing Datedate hereof, all Incremental Tranche A Term Loans LC Exposure attributable to the Total LC Limit Increase and the Total Issuance Cap Increase from time to time shall be deemed to be “Tranche A Term Loans” and Obligations and all Incremental Tranche B Term Loans shall be deemed to be “Tranche B Term Loans” and Obligations.