Reaffirmation of Performance Guaranty. After giving effect to this Amendment and each of the other transactions contemplated hereby, all of the provisions of the Performance Guaranty shall remain in full force and effect and Vistra hereby ratifies and affirms the Performance Guaranty and acknowledges that the Performance Guaranty has continued and shall continue in full force and effect in accordance with its terms.
Reaffirmation of Performance Guaranty. Provider acknowledges the amendments to the Receivables Purchase Agreement effected hereby and reaffirms that its obligations under each of the Performance Undertakings and each other Transaction Document to which it is a party continue in full force and effect with respect to the Receivables Purchase Agreement.
Reaffirmation of Performance Guaranty. Effective as of the date hereof, Realogy, in its capacity as the Performance Guarantor under the Performance Guaranty, hereby consents to this Amendment and acknowledges and agrees that the Performance Guaranty remains in full force and effect is hereby reaffirmed, ratified and confirmed.
Reaffirmation of Performance Guaranty. By signing below, KAR Auction Services, Inc. reaffirms its obligations under the Performance Guaranty after giving effect to this Amendment.
Reaffirmation of Performance Guaranty. (a) After giving effect to this Amendment and each of the other transactions contemplated hereby and thereby, all of the provisions of the Performance Guaranty shall remain in full force and effect and the Performance Guarantor hereby ratifies and affirms the Performance Guaranty and acknowledges that the Performance Guaranty has continued and shall continue in full force and effect in accordance with its terms.
(b) Upon the effectiveness of this Amendment, the Performance Guarantor hereby reaffirms all covenants, representations and warranties made by it in the Performance Guaranty and agrees that all such covenants, representations and warranties shall be deemed to have been re-made as of the date hereof, unless such representations and warranties by their terms refer to an earlier date than the date hereof, in which case they shall be correct on and as of such earlier date.
Reaffirmation of Performance Guaranty. By executing a counterpart to this Amendment, the Performance Guarantor hereby unconditionally reaffirms its obligations under the Performance Guaranty and acknowledges and agrees that such obligations continue in full force and effect (including, without limitation, with respect to the “Guaranteed Obligations”, as defined in the Performance Guaranty), and the Performance Guaranty is hereby ratified and confirmed. ALLIANCE RESOURCE OPERATING PARTNERS, L.P., as Performance Guarantor By: Alliance Resource Management, GP, LLC, its managing general partner By: /s/ R. XXXXXXX XXXXX Name: R. Xxxxxxx Xxxxx Title: Senior Vice President, General Counsel and Secretary EXECUTION VERSIONEXHIBIT A ARTICLE I DEFINITIONS 1 SECTION 1.01. Certain Defined Terms 1 SECTION 1.02. Other Interpretative Matters 28
Reaffirmation of Performance Guaranty. By executing a counterpart to this Amendment, the Performance Guarantor hereby unconditionally reaffirms its obligations under the Performance Guaranty and acknowledges and agrees that such obligations continue in full force and effect (including, without limitation, with respect to the “Guaranteed Obligations”, as defined in the Performance Guaranty), and the Performance Guaranty is hereby ratified and confirmed. as Performance Guarantor By: /s/ Xxxxxxxxxxx X. Xxxxxx Name: Xxxxxxxxxxx X. Xxxxxx Title: President [___________], 2016 PNC Bank, National Association Three PNC Plaza 000 Xxxxx Xxxxxx Re: Receivables Purchase Agreement, dated as of August 28, 2013 (as amended, supplemented or otherwise modified prior to the date hereof, the “Receivables Purchase Agreement”), among CE Receivables LLC (the “Seller”), Celanese International Corporation, as initial servicer (“Servicer”, and together with Seller, the “Seller Parties”), PNC Bank, National Association, as a Purchaser and Purchaser Agent (in such capacities, “PNC” and the “Payoff Party”), the various other Purchasers and Purchaser Agents from time to time party thereto, and The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrator (in such capacity, together with its successors and assigns in such capacity, the “Administrator”). Ladies and Gentlemen: This letter agreement (this “Payoff Letter”) is furnished pursuant to that certain Omnibus Amendment No. 2, dated as of July 8, 2016, by and among the parties hereto and certain other parties named therein. On the terms and subject to the conditions set forth herein, the Seller has advised the Payoff Party and the Administrator that it wishes to (i) voluntarily prepay on the date hereof all Capital, Discount, LC Fees, and any other fees and other obligations owing to the Payoff Party under the Receivables Purchase Agreement and each of the other Transaction Documents and (ii) terminate PNC’s Commitment under the Receivables Purchase Agreement. Capitalized terms used in this Payoff Letter and not otherwise defined herein shall have the meanings assigned to them in, or by reference in, the Receivables Purchase Agreement.
Reaffirmation of Performance Guaranty. After giving effect to this Amendment, the PSA Amendment, the Side Letter and the Assignment Agreement, all of the provisions of the Performance Guaranty shall remain in full force and effect and the Performance Guarantor hereby ratifies and affirms the Performance Guaranty and acknowledges that the Performance Guaranty has continued and shall continue in full force and effect in accordance with its terms.
Reaffirmation of Performance Guaranty. Provider (a) acknowledges the amendment to the Receivables Purchase Agreement effected hereby and
Reaffirmation of Performance Guaranty. Exhibit A 745841208 21693172 EXHIBIT A AMENDMENTS TO RECEIVABLES PURCHASE AGREEMENT (attached) EXECUTION VERSION EXHIBIT A TO AMENDMENT 1, DATED FEBRUARY 1, 2022 RECEIVABLES PURCHASE AGREEMENT Dated as of November 19, 2021 among X.X. XXXXXXXX WORLDWIDE, INC., as initial Master Servicer and Performance Guarantor, X.X. XXXXXXXX RECEIVABLES, LLC, as Seller, and THE VARIOUS CONDUIT PURCHASERS, COMMITTED PURCHASERS, AND PURCHASER AGENTS FROM TIME TO TIME PARTY HERETO, BANK OF AMERICA, N.A., as Administrative Agent 745840595 21693172
