Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit Agreement. (b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement. (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 4 contracts
Samples: Credit Agreement (Cincinnati Bell Inc), Credit Agreement, Credit Agreement
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment Effective Closing Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit AgreementAgreement as amended hereby, and this Incremental Amendment and the Credit Agreement shall be read together and construed as a single instrument. In addition, on Each of the table of contents and after lists of Exhibits and Schedules of the Credit Agreement shall be amended to reflect the changes made in this Incremental Amendment as of the Incremental Amendment Effective Closing Date.
(b) As of the Incremental Closing Date, this Amendment shall Borrower hereby acknowledges that it has received and reviewed a copy of the Credit Agreement and acknowledges and agrees to be a bound by all covenants, agreements and acknowledgments in the Credit Agreement and any other Loan Document under and to perform all obligations and duties required of it by the Credit Agreement.
(bc) The Existing Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(cd) The execution, delivery and effectiveness of this Incremental Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan DocumentsDocuments or for any purpose except as expressly set forth herein.
(e) This Incremental Amendment shall constitute a Loan Document under the terms of the Credit Agreement.
Appears in 3 contracts
Samples: Credit Agreement (Radiation Therapy Services Holdings, Inc.), Credit Agreement (Radiation Therapy Services Holdings, Inc.), Credit Agreement (Radiation Therapy Services Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the “Credit Agreement”, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, as amended by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or the Administrative Agents under the Credit Agreement or any Agent under any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any other Loan Document.
(d) Each Borrower, for itself and on behalf of each of the Borrower Parties, hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Borrower Party pursuant to the Collateral Agreement) and confirms that such liens and security interests continue to secure the Secured Obligations, including under the Loan Documents, including, without limitation, all Secured Obligations resulting from or incurred pursuant to the 2017 Incremental Term Loan Commitments made pursuant hereto, in each case subject to the terms thereof, and (iii) in the case of each Guarantor, ratifies and reaffirms its guaranty of the Obligations pursuant to its respective Guaranty.
(e) This Amendment shall be deemed a Loan Document for all purposes under the Credit Agreement.
Appears in 2 contracts
Samples: Incremental Amendment to Credit Agreement (Zayo Group LLC), Credit Agreement (Zayo Group LLC)
Reference to and Effect on the Loan Documents. (a) On Upon and after the Incremental Amendment Effective Dateeffectiveness of this Amendment, each reference in the Credit Loan Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Loan Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Loan Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Loan Agreement, shall mean and be a reference to the Credit AgreementLoan Agreement as modified and amended hereby. In addition, on Upon and after the Incremental Amendment Effective Dateeffectiveness of this Amendment, each reference in the Guaranty to “this Amendment Agreement”, “hereunder”, “hereof” or words of like import referring to the Guaranty, and each reference in the other Loan Documents to “the Guaranty”, “thereof” or words of like import referring to the Guaranty, shall mean and be a Loan Document under reference to the Credit AgreementGuaranty as modified and amended hereby.
(b) The Existing Credit Except as specifically amended above, the Loan Agreement, the Collateral Documents, the Guaranties Guaranty and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmedconfirmed and shall constitute the legal, valid, binding and the respective guarantees, pledges, grants enforceable obligations of security interests Parent and other agreementsBorrowers, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement Agent and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementLenders.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of Agent or any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(d) To the extent that any terms and conditions in any of the Loan Documents shall contradict or be in conflict with any terms or conditions of the Loan Agreement, after giving effect to this Amendment, such terms and conditions are hereby deemed modified or amended accordingly to reflect the terms and conditions of the Loan Agreement as modified or amended hereby.
Appears in 2 contracts
Samples: Loan and Security Agreement (Headwaters Inc), Loan and Security Agreement (Headwaters Inc)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the Notes and each of the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended, restated and modified by this Amendment. In addition, on On and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under each reference in the Credit Agreement, the Pledge and Security Agreement and each of the other Loan Documents to a “Lender”, shall include a reference to each “Incremental Lender”.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties as specifically amended and modified by this Amendment and each of the other Loan Document, as amended by this Amendment, are Documents is and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan DocumentsDocuments (including, in each casefor the avoidance of doubt, the Additional Revolving Facility Commitments, any Revolving Loans made as amended by part of the Additional Revolving Facility Commitments and the Incremental Term Loans made pursuant to the terms of this Amendment. After ) to the Incremental Amendment Effective Date and extent provided in the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementCollateral Documents.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender, any L/C Issuer, any Swing Line Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(d) The Loan Parties agree that this Amendment shall be a Loan Document for all purposes of the Amended Credit Agreement and the other Loan Documents.
(e) Nothing contained in this Amendment, the Amended Credit Agreement or any other Loan Document shall constitute or be construed as a novation of any of the Obligations.
Appears in 2 contracts
Samples: Credit Agreement, Credit Agreement (Foresight Energy LP)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective DateOnce this Waiver shall become effective, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit Agreement. In addition, on Agreement as modified hereby and after this Waiver and the Incremental Amendment Effective Date, this Amendment Credit Agreement shall be read together and construed as a Loan Document under the Credit Agreementsingle instrument.
(b) The Existing Except as specifically waived above, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed. Except as modified pursuant hereto, no other changes or modifications to the Credit Agreement are intended or implied, and in all other respects the respective guaranteesObligations, pledgesCredit Agreement and Loan Documents are hereby specifically ratified, grants of security interests restated and other agreements, confirmed by Holdings and the Borrower as applicable, under each of the Collateral Documents effective date hereof. Holdings and Guaranties, notwithstanding the consummation Borrower hereby agree that this Waiver shall in no manner affect or impair the Obligations or the Liens securing the payment and performance thereof. Each of Holdings and the transactions contemplated hereby, shall continue to be in full force Borrower hereby ratifies and effect confirms all of its respective obligations and shall accrue to the benefit of the Secured Parties liabilities under the Credit Agreement and the each other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue Document to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each casewhich it is party, as amended by this Amendment. After the Incremental Amendment Effective Date expressly modified herein, and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (ratifies and confirms all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementLiens securing such obligations and liabilities.
(c) The execution, delivery and effectiveness of this Amendment Waiver shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Lenders, Holdings, the Borrower or any the Administrative Agent under any of the Loan Documents, nor Documents or serve to effect a novation of the Obligations or for any purpose except as expressly set forth herein.
(d) This Waiver shall constitute a waiver of any provision of any Loan Document under the terms of the Loan DocumentsCredit Agreement. To the extent of conflict between the terms of this Waiver and the Credit Agreement, the terms of this Waiver shall control.
Appears in 2 contracts
Samples: Waiver (ProPetro Holding Corp.), Waiver (ProPetro Holding Corp.)
Reference to and Effect on the Loan Documents. (a) On Except as specifically amended above, all of the terms and after the Incremental Amendment Effective Date, each reference in provisions of the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed.
(b) Except as expressly set forth herein, and the respective guaranteesthis Amendment shall not operate as a waiver of any right, pledges, grants of security interests and other agreements, as applicable, under each power or remedy of the Collateral Documents and GuarantiesLenders, notwithstanding the consummation Borrowers, the Guarantors or the Administrative Agent under any of the transactions contemplated herebyLoan Documents, nor constitute a waiver of any other provision of any of the Loan Documents or for any purpose.
(c) It is understood and agreed that each reference in each Loan Document to the Credit Agreement, whether direct or indirect, shall continue hereafter be deemed to be in full force and effect and shall accrue a reference to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documentsas amended hereby. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date The Company hereby agrees to execute, acknowledge, deliver, record, re-record, file, re-file, register and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (re-register any and all Indebtedness relating thereto) constitute Secured Obligations under such further acts, deeds, certificates, assurances and other instruments as the Security Agreement.
(c) The executionAdministrative Agent, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any through the Administrative Agent, may reasonably require from time to time in order to carry out more effectively the purposes of the Loan Documents, nor constitute a waiver in each case, as amended by this Amendment. For the avoidance of doubt, each Lender executing this Amendment hereby authorizes the Administrative Agent to take any provision and all necessary actions to effect the purpose of the foregoing sentence, including, without limitation, amending any of Loan Documents (other than the Credit Agreement) without further action or consent of the Lenders.
(d) This Amendment is a Loan DocumentsDocument. For the avoidance of doubt, the indemnification provisions set forth in Section 10.04 of the Credit Agreement shall apply to this Amendment.
Appears in 2 contracts
Samples: Credit Agreement (Om Group Inc), Credit Agreement (Om Group Inc)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental First Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the “Credit Agreement”, shall mean and be a reference to the Amended Credit Agreement. In addition, on and any reference to “Obligations” shall mean and be a reference to the “Obligations” under the Amended Credit Agreement (including, the obligations in respect of the 2021 Incremental Term Loans).
(b) On and after the First Amendment Effective Date, the Credit Agreement, as specifically amended by this Amendment, and the other Loan Documents are, and shall continue to be, in full force and effect, and are hereby in all respects ratified and confirmed (including all liens and security interests granted thereunder, which Liens continue to secure the Obligations, including the obligations in respect of the 2021 Incremental Term Loans, after giving effect to this Amendment and the making of the 2021 Incremental Term Loans).
(c) From and after the First Amendment Effective Date, this Amendment shall be deemed an Incremental Amendment with respect to the Incremental Amendments set forth herein and a Loan Document for all purposes under the Amended Credit AgreementAgreement and the other Loan Documents.
(bd) The Existing parties hereto acknowledge and agree that the amendment of the Credit Agreement, the Collateral Documents, the Guaranties Agreement pursuant to this Amendment and each all other Loan Document, as Documents amended by this Amendment, are and/or executed and delivered in connection herewith shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants not constitute a novation of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting Documents as in effect prior to the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental First Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementDate.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 2 contracts
Samples: Credit Agreement (Ensemble Health Partners, Inc.), Credit Agreement (Thor Holdco Corp.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Original Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Original Credit Agreement, and each reference in the Notes and each of the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Original Credit Agreement, shall mean and be a reference to the Original Credit Agreement. In addition, on as amended, restated and after the Incremental Amendment Effective Date, modified by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) On and after the Amendment Effective Date, each reference in the Security Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Security Agreement, and each reference in each of the other Loan Documents to “the Security Agreement”, “thereunder”, “thereof” or words of like import referring to the Security Agreement, shall mean and be a reference to the Security Agreement, as amended, restated and modified by this Amendment.
(c) On and after the Amendment Effective Date, each reference in the Guaranty to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Guaranty, and each reference in each of the other Loan Documents to “the Guaranty”, “thereunder”, “thereof” or words of like import referring to the Guaranty, shall mean and be a reference to the Guaranty, as amended, restated and modified by this Amendment.
(d) The Existing Original Credit Agreement, the Collateral Notes and each of the other Loan Documents, the Guaranties as specifically amended, restated and each other Loan Document, as amended modified by this Amendment, Amendment are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents to the extent provided in the Collateral Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(ce) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender, any L/C Issuer, any Swing Line Lender or any the Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(f) The Loan Parties agree that this Amendment shall be a Loan Document for all purposes of the Second Amended and Restated Credit Agreement and the other Loan Documents.
(g) Nothing contained in this Amendment, the Second Amended and Restated Credit Agreement or any other Loan Document shall constitute or be construed as a novation of any of the Obligations.
Appears in 2 contracts
Samples: Amendment Agreement, Amendment Agreement (Foresight Energy Partners LP)
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment No. 1 Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit AgreementAgreement as amended hereby, and this Amendment No. In addition, on 1 and after the Incremental Credit Agreement shall be read together and construed as a single instrument. Each of the table of contents and lists of Exhibits and Schedules of the Credit Agreement shall be amended to reflect the changes made in this Amendment No. 1 as of the Amendment No. 1 Effective Date.
(b) As of the Amendment No. 1 Effective Date, this Amendment shall Borrower hereby acknowledges that it has received and reviewed a copy of the Credit Agreement and acknowledges and agrees to be a bound by all covenants, agreements and acknowledgments in the Credit Agreement and any other Loan Document under and to perform all obligations and duties required of it by the Credit Agreement.
(bc) The Existing Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(cd) The execution, delivery and effectiveness of this Amendment No. 1 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan DocumentsDocuments or for any purpose except as expressly set forth herein.
(e) This Amendment No. 1 shall constitute a Loan Document under the terms of the Credit Agreement.
Appears in 1 contract
Samples: Credit Agreement (Radiation Therapy Services Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment No. 1 Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Amended Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment and the Amended Credit Agreement shall be read together and construed as a Loan Document under the Credit Agreementsingle instrument.
(b) The Existing Except as expressly amended hereby, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each . This Amendment shall not constitute a novation of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein.
(d) This Amendment shall constitute a Loan Document under the terms of the Amended Credit Agreement.
(e) The (i) Borrower, by its signature below, hereby affirms and confirms its Guaranty of the Guaranteed Obligations (as defined in the Guarantee Agreement) pursuant to the Guarantee Agreement and acknowledges and agrees that such Guaranty shall continue in full force and effect in respect of, and to secure, such Guaranteed Obligations under the Guarantee Agreement and the other Loan Documents and (ii) Borrower and Holdings, by their respective signatures below, hereby affirm and confirm the pledge of and/or grant of a security interest in their assets which are Collateral to secure the Obligations, all as provided in the Security Documents, and acknowledge and agree that such pledge and/or grant shall continue in full force and effect in respect of, and to secure, such Obligations under the Amended Credit Agreement and the other Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment Restatement Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Restated Credit Agreement. In addition, on and after this Restatement Agreement and the Incremental Amendment Effective Date, this Amendment Restated Credit Agreement shall be read together and construed as a Loan Document under the Credit Agreementsingle instrument.
(b) The Existing Except as expressly amended hereby, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each . This Restatement Agreement shall not constitute a novation of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment Restatement Agreement shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender the Lenders, the Letter of Credit Issuers, the Borrower, the Agent or any the Collateral Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein.
(d) This Restatement Agreement shall constitute a Loan Document under the terms of the Restated Credit Agreement.
(e) The (i) Borrower, by its signature below, hereby affirms and confirms its Guaranty of the Guaranteed Obligations (as defined in the Guarantee Agreement) pursuant to the Guarantee Agreement and acknowledges and agrees that such Guaranty shall continue in full force and effect in respect of, and to secure, such Guaranteed Obligations under the Guarantee Agreement and the other Loan Documents and (ii) Borrower and Holdings, by their respective signatures below, hereby affirm and confirm the pledge of and/or grant of a security interest in their assets which are Collateral to secure the Obligations, all as provided in the Security Documents, and acknowledge and agree that such pledge and/or grant shall continue in full force and effect in respect of, and to secure, such Obligations under the Restated Credit Agreement and the other Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective DateDate (as defined below), each reference in the Credit Agreement to “"this Agreement", "hereunder”", “"hereof” " or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to "the “Credit Agreement”", “"thereunder”", “"thereof” " or words of like import referring to the "Credit Agreement", shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, as amended by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under the Credit Agreement or any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any Loan Document.
(d) The Borrower and each other Loan Party hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents (including, without limitation, Amendment No. 1, the 2016 Increase Term Joinder, Amendment No. 2, the 2017 Increase Term Joinder, the 2017 Increase Revolving Joinder and Amendment No. 3) to which it is a party, (ii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Guarantee and Collateral Agreement) and confirms that such liens and security interests continue to secure the Secured Obligations under the Loan Documents, including without limitation, all Secured Obligations resulting from or incurred pursuant to this Amendment, in each case subject to the terms thereof, and (iii) in the case of each Subsidiary Guarantor, ratifies and reaffirms its guaranty of the Guarantor Obligations (as defined in the Guarantee and Collateral Agreement) pursuant to the Guarantee and Collateral Agreement.
(e) This Amendment shall be deemed a Loan Document for all purposes under the Credit Agreement.
Appears in 1 contract
Samples: Credit Agreement (Microsemi Corp)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Second Amendment Effective Date, each reference in the Amended Credit Agreement to “hereunder”, ,” “hereof,” “this Agreement” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, ,” “thereunder”, ,” “thereof” or words of like import referring to shall, unless the Credit Agreementcontext otherwise requires, shall mean and be a reference to the Amended Credit Agreement. In addition, on From and after the Incremental Second Amendment Effective Date, this Amendment shall be a Loan Document under the Existing Credit Agreement and the Amended Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties Documents and each other Loan Document, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesDocuments, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Existing Credit Agreement and the other Loan DocumentsAmended Credit Agreement. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under (including the Loan DocumentsSecond Amendment Term A Loans), in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender Lender, the Swing Line Lender, the L/C Issuer or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment No. 2 Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit AgreementAgreement as amended hereby, and this Amendment No. In addition, on 2 and after the Incremental Credit Agreement shall be read together and construed as a single instrument. Each of the table of contents and lists of Exhibits and Schedules of the Credit Agreement shall be amended to reflect the changes made in this Amendment No. 2 as of the Amendment No. 2 Effective Date.
(b) As of the Amendment No. 2 Effective Date, this Amendment shall Borrower hereby acknowledges that it has received and reviewed a copy of the Credit Agreement and acknowledges and agrees to be a bound by all covenants, agreements and acknowledgments in the Credit Agreement and any other Loan Document under and to perform all obligations and duties required of it by the Credit Agreement.
(bc) The Existing Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(cd) The execution, delivery and effectiveness of this Amendment No. 2 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan DocumentsDocuments or for any purpose except as expressly set forth herein.
(e) This Amendment No. 2 shall constitute a Loan Document under the terms of the Credit Agreement.
Appears in 1 contract
Samples: Credit Agreement (Radiation Therapy Services Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as amended by this AmendmentJoinder.
(a) The Credit Agreement, are as specifically amended by this Joinder, and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(cb) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment Joinder shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender Lender, the Administrative Agent or the Collateral Agent under the Credit Agreement or any Agent under any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any Loan Document.
(c) The Borrower, for itself and on behalf of each of the Loan Parties, hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Guarantee and Collateral Agreement) and confirms that such liens and security interests continue to secure the Secured Obligations, including under the Loan Documents, including, without limitation, all Secured Obligations resulting from or incurred pursuant to the 2016 Incremental Term A Commitments made pursuant hereto, in each case subject to the terms thereof, and (iii) in the case of each Subsidiary Guarantor, ratifies and reaffirms its guaranty of the Guarantor Obligations (as defined in the Guarantee and Collateral Agreement) pursuant to the Guarantee and Collateral Agreement.
(d) This Joinder shall be deemed a Loan Document for all purposes under the Credit Agreement.
Appears in 1 contract
Samples: Credit Agreement (Microsemi Corp)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Datedate hereof, each reference in the Existing Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof” or words of like import referring to the Existing Credit Agreement, and each reference in each of the other transaction documents Loan Documents to “the “Credit Agreement”, ,” “thereunder”, ,” “thereof” or words of like import referring to the Existing Credit Agreement, shall mean and be a reference to the Amended Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender of the Lenders, the Administrative Agent or any Agent agent or other Secured Party under the Existing Credit Agreement, the Amended Credit Agreement or any of the other Loan DocumentsDocument, nor constitute a waiver of any provision of any of the Loan Documents. This Amendment shall apply and be effective only with respect to the provisions of the Existing Credit Agreement and the other Loan Documents specifically referred to herein (including as contemplated by Annexes A and B). This Amendment shall not extinguish the Obligations for the payment of money outstanding under the Loan Documents or discharge or release the Liens granted in any Security Document or any security therefor or any guarantee thereof, and after giving effect to this Amendment, the Liens and security interests for the benefit of the Secured Parties securing payment of the continuing Obligations are in all respects continuing and in full force and effect. This Amendment shall not constitute a novation of the Obligations, the Existing Credit Agreement or any of the Loan Documents. Nothing herein contained shall be construed as a substitution, or a payment and re-borrowing, or a termination, of the Obligations outstanding under the Loan Documents or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or by instruments executed concurrently herewith. This Amendment shall constitute a Loan Document.
Appears in 1 contract
Samples: Term Loan Credit Agreement (Beacon Roofing Supply Inc)
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment No. 1 Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit AgreementAgreement as amended hereby, and this Amendment and the Credit Agreement shall be read together and construed as a single instrument. In addition, on Each of the table of contents and after lists of Exhibits and Schedules of the Incremental Credit Agreement shall be amended to reflect the changes made in this Amendment as of the Amendment No. 1 Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein.
(d) This Amendment shall constitute a Loan Document. Each Additional Refinancing Lender shall constitute an “Additional Refinancing Lender” for purposes of the Credit Agreement and shall be a “Lender” for purposes of the Loan Documents.
(e) The Tranche B-2 Term Commitments shall constitute “Other Term Commitments” and the Tranche B-2 Term Loans shall constitute “Other Term Loans” for purposes of the Loan Documents (and the Tranche B-2 Term Loans shall also constitute “Term Loans” for purposes of the Loan Documents).
Appears in 1 contract
Samples: Refinancing Amendment (Infor, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Once this Amendment Effective Dateshall become effective, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit Agreement. In addition, on Agreement as modified hereby and after the Incremental Amendment Effective Date, this Amendment and the Credit Agreement shall be read together and construed as a Loan Document under the Credit Agreementsingle instrument.
(b) The Existing Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed. Except as modified pursuant hereto, and pursuant to the respective guaranteesother documents, pledgesinstruments and agreements executed and delivered in connection herewith, grants of security interests no other changes or modifications to the Credit Agreement are intended or implied, and in all other agreementsrespects the Obligations, Credit Agreement and Loan Documents are hereby specifically ratified, restated and confirmed by the Group Members as applicable, under each of the Collateral Documents effective date hereof. The Group Members hereby agree that this Amendment shall in no manner affect or impair the Obligations or the Liens securing the payment and Guaranties, notwithstanding the consummation performance thereof. Each Group Member hereby ratifies and confirms all of the transactions contemplated hereby, shall continue to be in full force its respective obligations and effect and shall accrue to the benefit of the Secured Parties liabilities under the Credit Agreement and the each other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue Document to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each casewhich it is party, as amended by this Amendment. After the Incremental Amendment Effective Date expressly modified herein, and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (ratifies and confirms all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementLiens securing such obligations and liabilities.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan DocumentsDocuments or for any purpose except as expressly set forth herein.
(d) This Amendment shall constitute a Loan Document under the terms of the Credit Agreement. It shall be an Event of Default under the Credit Agreement if the Borrower or any other Group Member fails to perform, keep or observe any term, provision, condition, covenant or agreement contained in this Amendment or if any representation or warranty made by any Group Member under or in connection with this Amendment shall be untrue, false or misleading in any respect when made. To the extent of conflict between the terms of this Amendment and the Credit Agreement, the terms of this Amendment shall control.
Appears in 1 contract
Samples: Credit Agreement (21st Century Oncology Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment No. 5 Effective Date, each reference in the Existing Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Existing Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Amended Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment and the Amended Credit Agreement shall be read together and construed as a Loan Document under the Credit Agreementsingle instrument.
(b) The Except as expressly amended on the Amendment No. 5 Effective Date, all of the terms and provisions of the Existing Credit Agreement, the Collateral Documents, the Guaranties Loan Guaranty and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each . This Amendment shall not constitute a novation of the Collateral Documents and GuarantiesExisting Credit Agreement, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the Loan Guaranty or any other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementDocument.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrowers or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein.
(d) This Amendment shall constitute a Loan Document under the terms of the Amended Credit Agreement. US-DOCS\151264017.7
(e) The Loan Parties, by their respective signatures below, hereby affirm and confirm their guarantees pursuant to the Loan Guaranty and the pledge of and/or grant of a security interest in their assets which are Collateral to secure the Obligations, all as provided in the Collateral Documents, and acknowledge and agree that such guarantees and such pledge and/or grant shall continue in full force and effect in respect of, and to secure, such Obligations under the Amended Credit Agreement and the other Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and the other Loan Documents, and on and after the Incremental Seventh Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “the First-Lien Credit Agreement,” “the Amended and Restated Credit Agreement,” “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, Agreement as amended by this Amendment shall be a Loan Document under (the “Amended Credit Agreement”).
(b) The Existing Amended Credit Agreement, and the Collateral Documents, the Guaranties and each other Loan DocumentDocuments are, as amended by this Amendment, are and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under the Credit Agreement or any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any Loan Document.
(d) The Borrower on behalf of itself and the Guarantors, hereby consents to the amendments to the Credit Agreement effected hereby, and hereby confirms, acknowledges and agrees that, notwithstanding the effectiveness of this Amendment, (a) the obligations of such Loan Party contained in any of the Loan DocumentsDocuments to which it is a party are, and shall remain, in full force and effect and are hereby ratified and confirmed in all respects, except that, on and after the Seventh Amendment Effective Date, each reference in the Loan Documents to “the Credit Agreement”, “the First-Lien Credit Agreement,” “the Amended and Restated Credit Agreement,” “thereunder”, “thereof” or words of like import shall mean and be a reference to the Amended Credit Agreement, (b) the pledge and security interest in the Collateral granted by it pursuant to the Security Documents to which it is a party shall continue in full force and effect and (c) such pledge and security interest in the Collateral granted by it pursuant to such Security Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby.
Appears in 1 contract
Samples: Credit Agreement (Alkermes Plc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Refinancing Effective Date, immediately following the effectiveness of the 2024 Refinancing Term Loans, each reference in the Amended Credit Agreement to “hereunder”, “hereof”, “Agreement”, “this Agreement” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to shall, unless the Credit Agreementcontext otherwise requires, shall mean and be a reference to the Amended Credit Agreement. In addition, on From and after the Incremental Amendment Refinancing Effective Date, immediately following the effectiveness of the 2024 Refinancing Term Loans, this Amendment shall be a Loan Document under the Amended Credit Agreement.
(bj) The Existing Credit Agreement, the Collateral Documents, the Guaranties Documents and each other Loan Document, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesDocuments, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Existing Credit Agreement and the other Loan DocumentsAmended Credit Agreement. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations (including, for the avoidance of doubt, Obligations in respect of the 2024 Refinancing Term Loans) of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 1 contract
Samples: Refinancing Amendment (Crocs, Inc.)
Reference to and Effect on the Loan Documents. (a) On Notwithstanding anything to the contrary contained herein or in the Credit Agreement, (i) each LIBOR Rate Loan (as defined in the Credit Agreement as in effect prior to the Eighth Amendment Effective Date (the “Existing Credit Agreement”)) outstanding on the Eighth Amendment Effective Date (each, an “Existing LIBOR Loan”) shall remain outstanding as such until the expiration of the Interest Period applicable to such Existing LIBOR Loan, in accordance with, and subject to all of the terms and conditions of, the Existing Credit Agreement, and (ii) interest on each such Existing LIBOR Loan shall continue to accrue to, and shall be payable on, each interest payment date applicable thereto until the Interest Period for such Existing LIBOR Loan ends, in each case in accordance with Section 2.14 of the Existing Credit Agreement. From and after the Incremental Eighth Amendment Effective Date, (x) the Borrower shall not be permitted to request that any Lender fund, and no Lender shall fund, any LIBOR Rate Loan, (y) no Existing LIBOR Loan may be continued as a LIBOR Rate Loan and (z) each Existing LIBOR Loan may be converted to a Term SOFR Rate Loan or a Base Rate Loan in accordance with the Credit Agreement.
(b) Upon and after the effectiveness of this Amendment, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, Agreement shall mean and be a reference to the Credit Agreement. In addition, on Agreement as modified and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit Agreementamended hereby.
(bc) The Existing Credit AgreementExcept as specifically amended above, the Collateral Documents, the Guaranties Credit Agreement and each other all Loan Document, as amended by this Amendment, Documents are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect confirmed and shall accrue to constitute the benefit of the Secured Parties under the Credit Agreement legal, valid, binding and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations enforceable obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date to Agent and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.Lenders. 074658.16087/130783604v.3
(cd) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided for herein, operate as a waiver of any right, power or remedy of any Lender Agent and/or the Lenders under the Credit Agreement or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of the Credit Agreement or any of the Loan Documents.
(e) To the extent that any terms and conditions in any of the Loan Documents shall contradict or be in conflict with any terms or conditions of the Credit Agreement, after giving effect to this Amendment, such terms and conditions are hereby deemed modified or amended accordingly to reflect the terms and conditions of the Credit Agreement as modified or amended hereby.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On Except as specifically amended above, all of the terms and after the Incremental Amendment Effective Date, each reference in provisions of the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed.
(b) Except as expressly set forth herein, and the respective guaranteesthis Amendment shall not operate as a waiver of any right, pledges, grants of security interests and other agreements, as applicable, under each power or remedy of the Collateral Documents and GuarantiesLenders, notwithstanding the consummation Parent Guarantor, the Borrowers or the Administrative Agent under any of the transactions contemplated herebyLoan Documents, nor constitute a waiver of any other provision of any of the Loan Documents or for any purpose.
(c) It is understood and agreed that each reference in each Loan Document to the Credit Agreement, whether direct or indirect, shall continue hereafter be deemed to be in full force and effect and shall accrue a reference to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documentsas amended hereby. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date The Borrowers hereby agree to execute, acknowledge, deliver, record, re-record, file, re-file, register and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (re-register any and all Indebtedness relating thereto) constitute Secured Obligations under such further acts, deeds, certificates, assurances and other instruments as the Security Agreement.
(c) The executionAdministrative Agent, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any through the Administrative Agent, may reasonably require from time to time in order to carry out more effectively the purposes of the Loan Documents, nor in each case, as amended by this Amendment. For the avoidance of doubt, each Lender executing this Amendment hereby authorizes the Administrative Agent to take any and all necessary actions to effect the purpose of the foregoing sentence, including, without limitation, amending any of Loan Documents (other than the Credit Agreement) without further action or consent of the Lenders.
(d) This Amendment is a Loan Document. For the avoidance of doubt, the indemnification provisions set forth in Section 10.05 of the Credit Agreement shall apply to this Amendment.
(e) As of the Amendment No. 1 Effective Date, (a) each financial institution executing this Amendment No. 1 as a Term B-4 Lender” shall constitute a waiver of any provision of any “Term B-4 Lender” for the purpose of the Loan DocumentsCredit Agreement as amended hereby and shall have a Term B-4 Commitment in the amount set forth opposite such Term B-4 Lender’s name under the heading “Term B-4 Commitment” on Schedule 2.01B hereto, (b) each financial institution executing this Amendment No. 1 as a “Term B-5 Lender” shall constitute a “Term B-5 Lender” for the purpose of the Credit Agreement as amended hereby and shall have a Term B-5 Commitment in the amount set forth opposite such Term B-5 Lender’s name under the heading “Term B-5 Commitment” on Schedule 2.01B hereto, (c) each financial institution executing this Amendment No. 1 as an “Additional Term B-1 Lender” shall constitute an “Additional Term B-1 Lender” for the purpose of the Credit Agreement as amended hereby and shall have an Additional Term B-1 Commitment in the amount set forth opposite such Additional Term B-1 Lender’s name under the heading “Additional Term B-1 Commitment” on Schedule 2.01B hereto and (d) each financial institution executing this Amendment No. 1 as an Existing Lender, Term B-4 Lender, Term B-5 Lender or Additional Term B-1 Lender, in each case, is deemed to have acceded as a Secured Party to the German law governed Security Trust Agreement, dated as of March 17, 2011 (the “Security Trust Agreement”), among the Administrative Agent, Wxxxxx Xxxxxxxx Deutschland GmbH, as a Security Grantor, Wxxxxx Xxxxxxxx UK Limited, as a Security Grantor, the other Security Grantors from time to time thereto and the Secured Parties from time to time party thereto, in accordance with its terms and each such Existing Lender, Term B-4 Lender, Term B-5 Lender or Additional Term B-1 Lender, as applicable, ratifies and approves any and all acts done by the Administrative Agent on behalf of such Existing Lender, Term B-4 Lender, Term B-5 Lender or Additional Term B-1 Lender, as applicable, before the Amendment No. 1 Effective Date.
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Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Refinancing Effective Date, immediately following the effectiveness of the 2023 Refinancing Term Loans, each reference in the Amended Credit Agreement to “hereunder”, “hereof”, “Agreement”, “this Agreement” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to shall, unless the Credit Agreementcontext otherwise requires, shall mean and be a reference to the Amended Credit Agreement. In addition, on From and after the Incremental Amendment Refinancing Effective Date, immediately following the effectiveness of the 2023 Refinancing Term Loans, this Amendment shall be a Loan Document under the Amended Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties Documents and each other Loan Document, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesDocuments, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Existing Credit Agreement and the other Loan DocumentsAmended Credit Agreement. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations (including, for the avoidance of doubt, Obligations in respect of the 2023 Refinancing Term Loans) of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(d) The 2023 Refinancing Term Lenders shall constitute “Lenders”, the 2023 Refinancing Term Loans shall constitute “Refinancing Term Loans”, “Term Loans” and “Loans”, the 2023 Refinancing Term Loan Commitments shall constitute “Refinancing Term Loan Commitments”, Commitments”, in each case, for all purposes of the Amended Credit Agreement and the other Loan Documents. The 2023 Refinancing Term Loans made pursuant to this Amendment shall constitute one Class of “Term Loans” for all purposes of the Amended Credit Agreement and the other Loan Documents and shall otherwise be subject to the provisions of the Amended Credit Agreement and the other Loan Documents.
(e) This Amendment shall constitute the (i) notice to the Lenders required under Section 2.22(c) of the Existing Credit Agreement and each Lender party hereto hereby waives any prior notice requirement under the Existing Credit Agreement, including Section 2.22(c) thereof and (ii) three (3) Business Day’s prior written notice to the Administrative Agent required under Section 2.04(a)(i) of the Existing Credit Agreement of the prepayment of Existing Term Loans in an aggregate principal amount of $65,816,907.06.
Appears in 1 contract
Samples: Refinancing Amendment (Crocs, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Amended Facility Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Existing Facility Agreement, and each reference in the Notes and each of the other transaction documents Loan Documents to “the Facility Agreement”, “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Existing Facility Agreement, shall mean and be a reference to the Credit Existing Facility Agreement. In addition, on as amended and after the Incremental Amendment Effective Date, modified by this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, Facility Agreement and each of the Collateral other Loan Documents, the Guaranties as specifically amended and each other Loan Document, as amended modified by this AmendmentAgreement, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Company (for and on behalf of itself and, in its capacity as the Borrower Representative, for and on behalf of, each other Borrower) hereby agrees that (i) the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents to the extent provided in the Collateral Documents, each of which is hereby in all respects ratified and confirmed and (ii) the Amended Facility Agreement, each case, as amended by this Amendment. After the Incremental Amendment Effective Date Guaranty and the funding all of the Term B-3 Loans, guarantees described therein do and shall continue to secure the payment and performance of all Obligations (including without limiting limitation the generality Guaranteed Obligations) of the foregoing, the Term B-3 Loans (Borrowers and all Indebtedness relating thereto) constitute Secured Obligations each other Loan Party under the Security AgreementLoan Documents to the extent provided therein, each of which is hereby in all respects ratified and confirmed.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment No. 4 Effective Date, each reference in the Existing Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Existing Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Amended Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment and the Amended Credit Agreement shall be read together and construed as a Loan Document under the Credit Agreementsingle instrument.
(b) The Except as expressly amended on the Amendment No. 4 Effective Date, all of the terms and provisions of the Existing Credit Agreement, the Collateral Documents, the Guaranties Loan Guaranty and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each . This Amendment shall not constitute a novation of the Collateral Documents and GuarantiesExisting Credit Agreement, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the Loan Guaranty or any other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementDocument.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrowers or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein.
(d) This Amendment shall constitute a Loan Document under the terms of the Amended Credit Agreement.
(e) The Loan Parties, by their respective signatures below, hereby affirm and confirm their guarantees pursuant to the Loan Guaranty and the pledge of and/or grant of a security interest in their assets which are Collateral to secure the Obligations, all as provided in the Collateral Documents, and acknowledge and agree that such guarantees and such pledge and/or grant shall continue in full force and effect in respect of, and to secure, such Obligations under the Amended Credit Agreement and the other Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Agreement Effective Date, each reference in the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement as modified by this Agreement. In addition, on .
(b) From and after the Incremental Amendment Agreement Effective Date, this Amendment Agreement shall be a Loan Document under the Credit Agreement for all purposes of the Credit Agreement.
(bc) The Existing Credit This Agreement shall constitute an “Incremental Assumption Agreement”, the Collateral Documents, the Guaranties and each other Loan Document, as amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents Closing Date Incremental Revolving Facility Lenders shall constitute an “Incremental Revolving Facility Lender,” a “Revolving Facility Lender,” and Guarantiesa “Lender”, notwithstanding the consummation Closing Date Incremental Revolving Facility Loans shall constitute “Revolving Facility Loans” and “Initial Revolving Loans” and the Closing Date Incremental Revolving Facility Commitments shall constitute “Incremental Revolving Facility Commitments,” “Revolving Facility Commitments,” and “Commitments”, in each case for all purposes of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(cd) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any After giving effect to the incurrence of the Loan DocumentsClosing Date Incremental Revolving Facility Commitments, nor constitute a waiver of any provision of any upon the effectiveness and availability thereof on the Incremental Effective Date, the Commitments of the Loan DocumentsRevolving Facility Lenders shall be as set forth on Schedule II hereof (as such Commitments may be adjusted pursuant to assignments, increases or terminations in accordance with the terms of the Credit Agreement).
(e) This Agreement shall constitute notice to the Administrative Agent required under Section 2.21(a) of the Credit Agreement.
Appears in 1 contract
Samples: Incremental Assumption Agreement (Caesars Entertainment, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Number 3 Effective Date, each reference in the Credit Loan Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Loan Agreement, and each reference in the other transaction documents to the “Credit Loan Agreement”, “thereunder”, “thereof” ’ or words of like import referring to the Credit Loan Agreement, shall mean and be a reference to the Credit AgreementLoan Agreement as modified by this Amendment Number 3. In addition, on From and after the Incremental Amendment Number 3 Effective Date, this Amendment Number 3 shall be a Loan Document under the Credit Loan Agreement.
(b) The Existing Credit Agreement, Loan Agreement and the Collateral other Loan Documents, the Guaranties and each other Loan Document, as specifically amended by this AmendmentAmendment Number 3, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesLoan Documents, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties Administrative Agent and the Lenders under the Credit Agreement and the other Loan DocumentsAgreement. Without limiting the generality of the foregoing, the Collateral described in the Loan Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties Borrowers under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementNumber 3.
(c) The execution, delivery and effectiveness of this Amendment Number 3 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 1 contract
Samples: Term Loan Agreement (GPAQ Acquisition Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Dateeffectiveness of this Third Amendment, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the Notes and each of the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental as amended by this Third Amendment Effective Date, this Amendment shall be a Loan Document under the Credit AgreementDocuments.
(b) The Existing Each Borrower hereby: (i) ratifies and affirms all the provisions of the Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as amended by this the Third Amendment, are and all the provisions of each of the other Loan Documents, as amended by the Third Amendment Documents; and (ii) agrees that the terms and conditions of the Credit Agreement, as amended by the Third Amendment and all of the other Loan Documents, as amended by the Third Amendment Documents, shall continue to be in full force and effect as supplemented and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated amended hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this the Third Amendment Documents shall not, except as expressly provided set forth herein, operate as a waiver of any right, power or remedy of any Lender or any the Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents, or any right, power or remedy of the Administrative Agent or the Lenders under the Loan Documents; nor shall same be construed as or shall operate as a course of conduct or course of dealing among the parties.
(d) All terms and provisions of this Third Amendment shall be for the benefit of and be binding upon and enforceable by the respective successors and permitted assigns of the parties hereto.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Amended Facility Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Existing Facility Agreement, and each reference in the other transaction documents Loan Documents to “the Facility Agreement”, “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Existing Facility Agreement, shall mean and be a reference to the Credit Agreement. In addition, on Existing Facility Agreement as amended and after the Incremental Amendment Effective Date, modified by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) The Existing Credit Facility Agreement, the Collateral Documents, the Guaranties as specifically amended and each other Loan Document, as amended modified by this Amendment, are is and shall continue to be in full force and effect and are is hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents to the extent provided in the Collateral Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Save as expressly provided herein, the execution, delivery and effectiveness of this Amendment (i) shall not, except as expressly provided herein, not operate as a waiver of any right, power power, privilege or remedy of any Lender, any Issuing Bank, any Swing Line Lender or any the Agent under any of the Loan DocumentsDocuments and (ii) shall not alter, nor constitute a waiver modify, amend or in any way affect any of any provision of the terms, conditions, obligations, covenants or other agreements contained in the any of the Loan DocumentsDocument, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Company, any other Loan Party or any other Person to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or other agreements contained in the Amended Facility Agreement or any other Loan Document in similar or different circumstances after the date hereof.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment 2021 Refinancing Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Existing Credit Agreement, Agreement shall mean and be a reference to the Existing Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, Agreement as modified by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) The execution, delivery and performance of this Amendment shall not, except as expressly provided herein, constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of the Agent or any Lender under, the Existing Credit Agreement, the Collateral Amended Credit Agreement or any of the other Loan Documents.
(c) Subject to the limitations set out therein, the Guaranties Existing Credit Agreement, the Security Documents and each other Loan Document, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and and, subject to the limitations set out therein, the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Security Documents and Guarantiesthe Guarantee Agreement, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Amended Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment 2021 Refinancing Effective Date and the funding of the Term B-3 LoansDate, without limiting the generality of the foregoing, but subject to the limitations set out therein, the 2021 Refinancing Term B-3 Loans (and all Indebtedness the Obligations relating thereto) ), shall constitute Secured Obligations under the Collateral Agreement, and the other Security AgreementDocuments.
(cd) The execution, delivery and effectiveness of this This Amendment shall not, except as expressly provided herein, operate as be a waiver of any right, power or remedy of any Lender or any Agent Loan Document under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan DocumentsAmended Credit Agreement.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, as amended by this Amendment shall be a Loan Document under the Credit AgreementJoinder.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this AmendmentJoinder, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment Joinder shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender Lender, the Administrative Agent or the Collateral Agent under the Credit Agreement or any Agent under any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any Loan Document.
(d) The Borrower, for itself and on behalf of each of the Loan Parties, hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Guarantee and Collateral Agreement) and confirms that such liens and security interests continue to secure the Secured Obligations, including under the Loan Documents, including, without limitation, all Secured Obligations resulting from or incurred pursuant to the 2017 Incremental Term B Commitments made pursuant hereto, in each case subject to the terms thereof, and (iii) in the case of each Subsidiary Guarantor, ratifies and reaffirms its guaranty of the Guarantor Obligations (as defined in the Guarantee and Collateral Agreement) pursuant to the Guarantee and Collateral Agreement.
(e) This Joinder shall be deemed a Loan Document for all purposes under the Credit Agreement.
Appears in 1 contract
Samples: Increase Term Joinder to Credit Agreement (Microsemi Corp)
Reference to and Effect on the Loan Documents. (a) On the Amendment and after Restatement Effective Date (i) each Revolving Lender that has executed and delivered a counterpart to this Amendment as an “Extended Revolving Lender” and has designated on its signature page shall have its Revolving Commitments and Revolving Loans automatically reclassified as Extended Revolving Commitments and Extended Revolving Loans, respectively, for the Incremental purpose of the Amended and Restated Credit Agreement in an aggregate principal amount equal to its existing Revolving Commitments and Revolving Loans and (ii) all Revolving Commitments and Revolving Loans (as defined in the Existing Credit Agreement) that are not so reclassified as Extended Revolving Commitments or Extended Revolving Loans shall automatically be reclassified as Non-Extended Revolving Commitments and Non-Extended Revolving Loans, respectively, for the purpose of the Amended and Restated Credit Agreement, and all Revolving Lenders who hold Non-Extended Revolving Loans or Non-Extended Revolving Commitments shall automatically be deemed Non-Extended Revolving Lenders.
(b) As of the Amendment and Restatement Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit Agreement. In additionAgreement as amended hereby, on and this Amendment Agreement and the Amended and Restated Credit Agreement shall be read together and construed as a single instrument.
(c) As of the Amendment and Restatement Effective Date and after giving effect to the Incremental Amendment Effective Date, transactions contempated by this Amendment shall Agreement, Borrower hereby acknowledges that it has received and reviewed a copy of the Amended and Restated Credit Agreement and acknowledges and agrees to be a bound by all covenants, agreements and acknowledgments in the Amended and Restated Credit Agreement and any other Loan Document under and to perform all obligations and duties required of it by the Amended and Restated Credit Agreement.
(bd) The Existing Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(ce) The execution, delivery and effectiveness of this Amendment Agreement shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan DocumentsDocuments or for any purpose except as expressly set forth herein.
(f) This Amendment Agreement shall constitute a Loan Document under the terms of the Amended and Restated Credit Agreement.
Appears in 1 contract
Samples: Amendment Agreement (Radiation Therapy Services Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement as modified by this Agreement. In addition, on From and after the Incremental Amendment Effective Date, this Amendment Agreement shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties Security Documents and each other Loan Document, as specifically amended by this AmendmentAgreement, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesSecurity Documents, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan DocumentsAgreement. Without limiting the generality of the foregoing, the Collateral Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment Agreement shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(d) This Agreement shall constitute an “Incremental Assumption Agreement”, the Incremental Revolving Facility Lenders shall constitute “Incremental Revolving Facility Lenders”, “Revolving Facility Lenders” and “Lenders”, the Initial Revolving Loans shall constitute “Initial Revolving Loans”, “Incremental Revolving Loans” and “Revolving Facility Loans” and the Incremental Revolving Facility Commitments shall constitute “Incremental Revolving Facility Commitments”, “Revolving Facility Commitments” and “Commitments”, in each case for all purposes of the Credit Agreement and the other Loan Documents.
(e) This Agreement shall constitute notice to the Administrative Agent required under Section 2.21(a) of the Credit Agreement.
Appears in 1 contract
Samples: Incremental Assumption Agreement (AP Gaming Holdco, Inc.)
Reference to and Effect on the Loan Documents. (a) On This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and the other Loan Documents, and on and after the Incremental Fifth Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “the First-Lien Credit Agreement,” “the Amended and Restated Credit Agreement,” “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, Agreement as amended by this Amendment shall be a Loan Document under (the “Amended Credit Agreement”).
(b) The Existing Amended Credit Agreement, and the Collateral Documents, the Guaranties and each other Loan DocumentDocuments are, as amended by this Amendment, are and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under the Credit Agreement or any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any Loan Document.
(d) Each of the Guarantors and Holdings hereby consents to the amendments to the Credit Agreement effected hereby, and hereby confirms, acknowledges and agrees that, (a) notwithstanding the effectiveness of this Amendment and the Fifth Amendment Refinancing, the obligations of such Guarantor contained in any of the Loan DocumentsDocuments to which it is a party are, and shall remain, in full force and effect and are hereby ratified and confirmed in all respects, except that, on and after the Fifth Amendment Effective Date, each reference in the Loan Documents to “the Credit Agreement”, “the First-Lien Credit Agreement,” “the Amended and Restated Credit Agreement,” “thereunder”, “thereof” or words of like import shall mean and be a reference to the Amended Credit Agreement, (b) the pledge and security interest in the Collateral granted by it pursuant to the Security Documents to which it is a party shall continue in full force and effect and (c) such pledge and security interest in the Collateral granted by it pursuant to such Security Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby.
Appears in 1 contract
Samples: Credit Agreement (Alkermes Plc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment No. 6 Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof” or words of like import referring to the Existing Credit Agreement, Agreement and each reference in the Notes and each of the other transaction documents Loan Documents to “the “Credit Agreement”, ,” “thereunder”, ,” “thereof” or words of like import referring to the Existing Credit Agreement, Agreement shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, as amended by this Amendment. The Existing Credit Agreement and each of the Collateral other Loan Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, . On and after the respective guarantees, pledges, grants effectiveness of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment, this Amendment shall for all purposes constitute a Loan Document. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. Each of the Borrower and Holdings consents to the Amendment and, on behalf of itself and each Loan Party, reaffirms each Loan Party’s obligations under the Loan Documents to which it is party and each Loan Party’s prior grant and the validity, enforceability and perfection of the Liens granted by each Loan Party pursuant to the Loan Documents with all such Liens continuing in full force and effect after giving effect to the Amendment. This Amendment shall not constitute a novation of the Existing Credit Agreement or any other Loan Document. This Amendment shall constitute an Incremental Activation Notice in accordance with Section 2.1 of the Existing Credit Agreement.
Appears in 1 contract
Samples: Credit Agreement (Cco Holdings LLC)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Existing Facility Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Existing Facility Agreement, and each reference in the Notes and each of the other transaction documents Loan Documents to “the Facility Agreement”, “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Existing Facility Agreement, shall mean and be a reference to the Credit Agreement. In addition, on Existing Facility Agreement as amended and after the Incremental Amendment Effective Date, modified by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) The Existing Credit Facility Agreement, the Collateral Documents, the Guaranties as specifically amended and each other Loan Document, as amended modified by this Amendment, are is and shall continue to be in full force and effect and are is hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents to the extent provided in the Collateral Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Save as expressly provided herein, the execution, delivery and effectiveness of this Amendment (i) shall not, except as expressly provided herein, not operate as a waiver of any right, power power, privilege or remedy of any Lender, any Issuing Bank, any Swing Line Lender or any the Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents and (ii) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or other agreements contained in any of the Loan Documents, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Company, any other Loan Party or any other Person to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or other agreements contained in AMERICAS/2024254946 the Amended Facility Agreement or any other Loan Document in similar or different circumstances after the date hereof.
(d) The Agent agrees to promptly post this Amendment for the Lenders on the Platform.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On This Amendment shall constitute a Loan Document for purposes of the Amended Credit Agreement and the other Loan Documents, and on and after the Incremental First Amendment Effective Date, (i) each reference in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Existing Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Existing Credit Agreement, shall mean and be a reference to the Amended Credit Agreement and (ii) each reference in the Amended Security Agreement to “this Agreement. In addition”, on “hereunder”, “hereof”, “herein” or words of like import referring to the Existing Security Agreement, and after each reference in the Incremental Amendment Effective Dateother Loan Documents to “the Security Agreement”, this Amendment “thereunder”, “thereof” or words of like import referring to the Existing Security Agreement, shall mean and be a Loan Document under reference to the Credit Amended Security Agreement.
(b) The Existing Credit Agreement and the Existing Security Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed. The parties hereto hereby acknowledge and confirm that the Revolving Commitments and any Revolving Loans and all obligations related thereto are, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue be, subject to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Intercreditor Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Agent under the Existing Credit Agreement, Amended Credit Agreement, Existing Security Agreement, Amended Security Agreement or any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Existing Credit Agreement, Amended Credit Agreement, Existing Security Agreement, Amended Security Agreement or any Loan Document.
(d) Each of the Guarantors hereby consents to the amendments to the Existing Credit Agreement and the Existing Security Agreement effected hereby, and hereby confirms, acknowledges and agrees that, notwithstanding the effectiveness of this Amendment, the obligations of such Guarantor contained in any of the Loan DocumentsDocuments to which it is a party are, and shall remain, in full force and effect and are hereby ratified and confirmed in all respects. Nothing in this Amendment is intended, or shall be construed, to constitute a novation or an accord and satisfaction of any of the Obligations or to modify, affect or impair the perfection, priority or continuation of the security interests in, security titles to or other Liens on any Collateral for the Obligations. Each of the Companies hereby confirms, acknowledges and agrees that (i) the pledge and security interest in the Collateral granted by it pursuant to the Security Documents (including the Existing Security Agreement as amended by this Amendment) to which it is a party shall continue in full force and effect and (ii) such pledge and security interest in the Collateral granted by it pursuant to such Security Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Initial Effective Date, each reference in the Credit Loan Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Loan Agreement, and each reference in each of the other transaction documents Loan Documents to “the “Credit Loan Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Loan Agreement, shall mean and be a reference to the Credit Loan Agreement. In addition, on as amended and after the Incremental Amendment Effective Date, modified by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other This Amendment shall constitute a Loan Document, as amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(d) This Amendment shall not extinguish the obligations for the payment of money outstanding under the Loan Agreement. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Loan Agreement, which shall remain in full force and effect, except to any extent modified hereby or as provided in the exhibits hereto. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Loan Parties from the Loan Documents.
(e) Without limitation of the provisions of Article VIII of the Loan Agreement, the Lenders hereby authorize the Agent to execute and deliver such acknowledgements, certifications and other documentation and to take such actions in its capacity as the Agent on behalf of the Lenders as the Agent shall determine in its discretion are reasonably necessary to implement the terms of this Amendment and to facilitate consummation of the Approved Plan of Reorganization referenced herein.
(f) Notwithstanding anything to the contrary contained in this Amendment, during the Forbearance Period and the “Forbearance Period”, as defined in the Forbearance Agreement and modified by this Amendment, the Loan Parties shall be entitled to any rights provided to it in the Loan Documents that are conditioned on there being no Default or Event of Default in existence but only to the extent such Default or Event of Default is a Default or Event of Default to which Forbearance then applies under Section 1(a) hereof or is a Potential Default to which forbearance then applies under the Forbearance Agreement.
Appears in 1 contract
Samples: Term Loan Agreement (Hospitality Investors Trust, Inc.)
Reference to and Effect on the Loan Documents. (a) On This Amendment shall constitute a Loan Document for purposes of the Amended Credit Agreement and the other Loan Documents, and on and after the Incremental Fifth Amendment Effective Date, Date and each reference in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Existing Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Existing Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Amended Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed. The parties hereto hereby acknowledge and confirm that the Additional Initial Term Loans and all obligations related thereto are, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue be, subject to the benefit of the Secured Parties under the Credit Agreement and the other ABL/Term Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Intercreditor Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment and the Lender Joinder Agreement shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under the Existing Credit Agreement, Amended Credit Agreement or any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Existing Credit Agreement, Amended Credit Agreement or any other Loan Document.
(d) Each of the Guarantors hereby consents to the amendments to the Existing Credit Agreement effected hereby, and hereby confirms, acknowledges and agrees that, notwithstanding the effectiveness of this Amendment and the Lender Joinder Agreement, the obligations of such Guarantor contained in any of the Loan Documents to which it is a party are, and shall remain, in full force and effect and are hereby ratified and confirmed in all respects. Nothing in this Amendment or in the Lender Joinder Agreement is intended, or shall be construed, to constitute a novation or an accord and satisfaction of any of the Obligations or to modify, affect or impair the perfection, priority or continuation of the security interests in, security titles to or other Liens on any Collateral for the Obligations. Each of the Companies hereby confirms, acknowledges and agrees that (i) the pledge and security interest in the Collateral granted by it pursuant to the Security Documents to which it is a party shall continue in full force and effect and (ii) such pledge and security interest in the Collateral granted by it pursuant to such Security Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby and by the Lender Joinder Agreement.
(e) The parties hereto hereby consent to the incurrence of the Additional Initial Term Loans upon the terms and subject to the conditions set forth herein and in the Lender Joinder Agreement. Upon the Fifth Amendment Effective Date, (i) all conditions and requirements set forth in the Existing Credit Agreement, the Amended Credit Agreement, the Lender Joinder Agreement or the other Loan Documents relating to the effectiveness of this Amendment shall be deemed satisfied, (ii) all conditions and requirements set forth in the Credit Agreement, the Lender Joinder Agreement or the other Loan Documents relating to the incurrence of the Additional Initial Term Loans shall be deemed satisfied and (iii) the incurrence of the Additional Initial Term Loans shall be deemed arranged and consummated in accordance with the terms of the Existing Credit Agreement, the Amended Credit Agreement, the Lender Joinder Agreement and the other Loan Documents.
Appears in 1 contract
Samples: Incremental Term Loan Agreement (Floor & Decor Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Agreement Agreement, or the Foreign Guaranty to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit AgreementAgreement or the Foreign Guaranty, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, the “Foreign Guaranty”, “thereunder”, “thereof” or words of like import referring to the Credit AgreementAgreement or the Foreign Guaranty, shall mean and be a reference to the Credit AgreementAgreement or the Foreign Guaranty, as amended by this Amendment. In addition, on On and after the Incremental effective date of any amendment or other modification thereof as contemplated by this Amendment, each reference in any Loan Document to any other Loan Document to be amended or modified as contemplated by this Amendment Effective Dateshall mean and be a reference to such other Loan Document, as so amended or modified. For the avoidance of doubt, this Amendment shall be also constitute a Loan Document under the Credit Agreement, as amended by this Amendment.
(b) The Existing Credit Agreement, the Collateral DocumentsForeign Guaranty, the Guaranties Foreign Security Agreements and each the other Collateral Documents and other Loan Document, Documents as specifically amended or otherwise modified (or contemplated to be amended or otherwise modified) by this Amendment, are are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and except to the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each extent that any of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, foregoing are terminated or released as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreementprovided herein.
(c) The Except as expressly provided herein (including with respect to the terminations and releases provided herein), the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under the Credit Agreement, the Foreign Guaranty, the Foreign Security Agreements or any of the other Collateral Document or other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of any of the Loan Documentsforegoing.
Appears in 1 contract
Samples: Credit Agreement (Sensata Technologies Holding PLC)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Original Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof” or words of like import referring to the Original Credit Agreement, and each reference in the Notes and each of the other transaction documents Loan Documents to “the “Credit Agreement”, ,” “thereunder”, ,” “thereof” or words of like import referring to the Original Credit Agreement, shall mean and be a reference to the Original Credit Agreement. In addition, on as amended, restated and after the Incremental Amendment Effective Date, modified by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) The Existing Original Credit Agreement, the Collateral Notes and each of the other Loan Documents, the Guaranties as specifically amended and each other Loan Document, as amended modified by this Amendment, Amendment are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents to the extent provided in the Collateral Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender, any L/C Issuer, any Swing Line Lender or any the Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(d) The Loan Parties agree that this Amendment shall be a Loan Document for all purposes of the Amended and Restated Credit Agreement and the other Loan Documents.
(e) Nothing contained in this Amendment, the Amended and Restated Credit Agreement or any other Loan Document shall constitute or be construed as a novation of any of the Obligations.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and the other Loan Documents and on and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the “Credit Agreement”, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, as amended by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under the Credit Agreement or any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any Loan Document.
(d) Each of the Guarantors (as defined in the Security Agreement) hereby consents to the amendments to the Credit Agreement effected hereby, and hereby confirms, acknowledges and agrees that, (i) notwithstanding the effectiveness of this Amendment, the obligations of such Guarantor contained in any of the Loan DocumentsDocuments to which it is a party are, and shall remain, in full force and effect and are hereby ratified and confirmed in all respects, (ii) the pledge and security interest in the Collateral granted by it pursuant to the Collateral Documents to which it is a party shall continue in full force and effect and (iii) such pledge and security interest in the Collateral granted by it pursuant to such Collateral Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby. The Borrower confirms, acknowledges and agrees that (x) the pledge and security interest in the Collateral granted by it pursuant to the Collateral Documents to which it is a party shall continue in full force and effect and (y) such pledge and security interest in the Collateral granted by it pursuant to such Collateral Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby.
Appears in 1 contract
Samples: Credit Agreement (Neustar Inc)
Reference to and Effect on the Loan Documents. (a) On Upon the effectiveness of this Amendment, on and after the Incremental Amendment Effective Datedate hereof, each reference in the Credit Agreement to “"this Agreement", "hereunder”", “"hereof” " or words of like import referring to the Credit Agreementimport, and each reference in the each other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit AgreementLoan Document, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit AgreementAgreement as amended hereby.
(b) The Existing Except as specifically amended hereby, all of the terms of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, are Documents shall remain unchanged and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreementeffect.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a amendment or waiver of any right, power or remedy of any Lender Lender, any Issuer, the Administrative Agent or any the Collateral Agent under the Credit Agreement or any of the Loan Documents, nor constitute a an amendment or waiver of any provision of the Credit Agreement or any of the Loan Documents.
(d) This Amendment is a Loan Document.
(e) For the purposes of clarification, each of the parties hereto agree that in the event the Proposed Amendment has not been consummated on or prior to November 15, 2001 and the amendments to the Leverage Covenant, the Interest Coverage Covenant and the Minimum EBITDA Covenant contained in Section 2 of this Amendment cease to be of any further force and effect pursuant to the terms of the proviso contained in each such section, any Default or Event of Default that would have arisen but for the amendments contained in such sections shall constitute a Default or an Event of Default from and after November 15, 2001, and all rights, privileges and remedies of the Administrative Agent and the Lenders relating thereto under the Credit Agreement and other Loan Documents shall be fully effective and enforceable as if such covenants had not been amended by this Amendment. The Company agrees that the Administrative Agent and the Lenders shall not be under any obligation to consummate the Proposed Amendment and have not committed or offered to commit to enter into any such Proposed Amendment.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment No. 3 Effective Date, each reference in the Amended Credit Agreement to “hereunder”, ,” “hereof,” “this Amendment” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, ,” “thereunder”, ,” “thereof” or words of like import referring to shall, unless the Credit Agreementcontext otherwise requires, shall mean and be a reference to the Amended Credit Agreement. In addition, on From and after the Incremental Amendment No. 3 Effective Date, this Amendment shall be a Loan Document under the Existing Credit Agreement and the Amended Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties Security Documents and each other Loan Document, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesSecurity Documents, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Existing Credit Agreement and the other Loan DocumentsAmended Credit Agreement. Without limiting the generality of the foregoing, the Collateral Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Secured Obligations of the Loan Parties under the Loan DocumentsParties, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On Except as specifically amended above, all of the terms and after the Incremental Amendment Effective Date, each reference in provisions of the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed.
(b) This Amendment shall not operate as a waiver of any right, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each power or remedy of the Collateral Documents and GuarantiesLenders, notwithstanding Parent Guarantor, the consummation Borrowers or the Administrative Agent under any of the transactions contemplated herebyLoan Documents, nor constitute a waiver of any other provision of any of the Loan Documents or for any purpose.
(c) It is understood and agreed that each reference in each Loan Document to the Credit Agreement, whether direct or indirect, shall continue hereafter be deemed to be in full force and effect and shall accrue a reference to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documentsas amended hereby. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date The Borrowers hereby agree to execute, acknowledge, deliver, record, re-record, file, re-file, register and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (re-register any and all Indebtedness relating thereto) constitute Secured Obligations under such further acts, deeds, certificates, assurances and other instruments as the Security Agreement.
(c) The executionAdministrative Agent, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any through the Administrative Agent, may reasonably require from time to time in order to carry out more effectively the purposes of the Loan Documents, nor constitute a waiver in each case, as amended by this Amendment. For the avoidance of doubt, each Lender executing this Amendment hereby authorizes the Administrative Agent to take any provision and all necessary actions to effect the purpose of the foregoing sentence, including, without limitation, amending any of Loan Documents (other than the Credit Agreement) without further action or consent of the Lenders.
(d) This Amendment is a Loan DocumentsDocument. For the avoidance of doubt, the indemnification provisions set forth in Section 10.04 of the Credit Agreement shall apply to this Amendment.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Agreement Effective Date, each reference in the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement as modified by this Agreement. In addition, on .
(b) From and after the Incremental Amendment Agreement Effective Date, this Amendment Agreement shall be a Loan Document under the Credit Agreement for all purposes of the Credit Agreement.
(bc) The Existing Credit This Agreement shall constitute an “Incremental Assumption Agreement”, the Collateral Documents2020 Incremental Revolving Facility Lender shall constitute an “Incremental Revolving Facility Lender,” a “Revolving Facility Lender,” and a “Lender”, the Guaranties 2020 Incremental Revolving Facility Loans shall constitute “Revolving Facility Loans” and each other Loan Document, as amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, “Initial Revolving Loans” and the respective guarantees2020 Incremental Revolving Facility Commitment shall constitute an “Incremental Revolving Facility Commitment,” “Revolving Facility Commitment,” and “Commitment”, pledges, grants in each case for all purposes of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(cd) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any After giving effect to the incurrence of the Loan Documents2020 Incremental Revolving Facility Commitment, nor constitute a waiver of any provision of any upon the effectiveness and availability thereof on the Incremental Effective Date, the Commitments of the Loan DocumentsRevolving Facility Lenders shall be as set forth on Schedule II hereof (as such Commitments may be adjusted pursuant to assignments, increases or terminations in accordance with the terms of the Credit Agreement).
(e) This Agreement shall constitute notice to the Administrative Agent required under Section 2.21(a) of the Credit Agreement.
Appears in 1 contract
Samples: Incremental Assumption Agreement (Caesars Entertainment, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Once this Amendment Effective Dateshall become effective, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit Agreement. In addition, on Agreement as modified hereby and after the Incremental Amendment Effective Date, this Amendment and the Credit Agreement shall be read together and construed as a Loan Document under the Credit Agreementsingle instrument.
(b) The Existing Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed. Except as modified pursuant hereto, and pursuant to the other documents, instruments and agreements executed and delivered in connection herewith, no other changes or modifications to the Credit Agreement are intended or implied, and in all other respects the Obligations, Credit Agreement and Loan Documents are hereby specifically ratified, restated and confirmed by the Group Members as of the effective date hereof. The Group Members hereby agree that this Amendment shall in no manner affect or impair the Obligations or the Liens securing the payment and performance thereof. Each Group Member hereby ratifies and confirms all of its respective guarantees, pledges, grants of security interests obligations and liabilities under the Credit Agreement and each other agreementsLoan Document to which it is party, as applicableexpressly modified herein, under each and ratifies and confirms all Liens securing such obligations and liabilities. Each of the Collateral Documents Loan Parties hereby represents, warrants acknowledges and Guarantiesagrees that it has no claims, notwithstanding counterclaims, offsets or defenses (whether legal or equitable) to the consummation payment of any of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit obligations of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting Documents or to the generality performance of any of the foregoingobligations thereunder and, to the extent they may have any such claims, counterclaims, offsets or defenses, the Collateral Documents same are hereby waived. In consideration of the Administrative Agent’s and the Lenders’ willingness to enter into this Amendment, each Loan Party executing this Amendment hereby releases the Administrative Agent, each Lender and each of their respective affiliates, officers, partners, employees, consultants, representatives, agents, counsel, trustees and directors from any and all actions, causes of action, claims, demands, damages and liabilities of whatever kind or nature, in law or in equity, now known or unknown, suspected or unsuspected to the extent that any of the Collateral described therein do and shall continue foregoing arises from any action or failure to secure act on or prior to the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreementdate hereof.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein.
(d) This Amendment shall constitute a Loan Document under the terms of the Credit Agreement. It shall be an Event of Default under the Credit Agreement if the Borrower or any other Group Member fails to perform, keep or observe any term, provision, condition, covenant or agreement contained in this Amendment or if any representation or warranty made by any Group Member under or in connection with this Amendment shall be untrue, false or misleading in any respect when made. To the extent of conflict between the terms of this Amendment and the Credit Agreement, the terms of this Amendment shall control.
(e) Notwithstanding any amendments, waivers or other matters set forth herein or the Loan Documents, it is acknowledged and agreed by the Group Members that: (i) with respect to any quarterly period ending on or before March 31, 2016 and June 30, 2016, the time period to cure the financial covenants set forth in Section 7.1 using the Cure Right (the “Section 8 Equity Cure”) has elapsed and such Section 8 Equity Cure is not available for any such quarterly periods and (ii) any covenant or other provision in the Loan Documents that imposed limits on the Group Members during periods when a Default or an Event of Default is occurring (including, without limitation, a Default or Event of Default arising under Section 7.6 (concerning Restricted Payments)), shall be deemed not satisfied as if a Default or Event of Default, as the case may be, had existed under Section 8(d) of the Credit Agreement as a result of certain breaches of Section 6.1(a), (b) and 6.2(c) of the Credit Agreement for the period from March 31, 2016 until the date the Specified Deliverables are furnished.
Appears in 1 contract
Samples: Credit Agreement (21st Century Oncology Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a1) On and after As of the Incremental Amendment No. 1 Effective Date, each reference in the Existing Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Existing Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Amended Credit Agreement, and this Amendment and the Amended Credit Agreement shall be read together and construed as a single instrument.
(2) Except as expressly amended and restated on the Amendment No. In addition, on and after the Incremental Amendment 1 Effective Date, this Amendment shall be a Loan Document under all of the Credit Agreement.
(b) The terms and provisions of the Existing Credit Agreement, the Collateral Documents, the Guaranties Loan Guaranty and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each . This Amendment shall not constitute a novation of the Collateral Documents and GuarantiesExisting Credit Agreement, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the Loan Guaranty or any other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementDocument.
(c3) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein.
(4) This Amendment shall constitute a Loan Document under the terms of the Amended Credit Agreement.
(5) The Loan Parties, by their respective signatures below, hereby affirm and confirm their guarantees pursuant to the Loan Guaranty and the pledge of and/or grant of a security interest in their assets which are Collateral to secure the Obligations, all as provided in the Collateral Documents, and acknowledge and agree that such guarantees and such pledge and/or grant shall continue in full force and effect in respect of, and to secure, such Obligations under the Amended Credit Agreement and the other Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On This Amendment shall constitute a Loan Document for purposes of the Amended Credit Agreement and the other Loan Documents, and on and after the Incremental Fourth Amendment Effective Date, Date and each reference in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Existing Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Existing Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Amended Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed. The parties hereto hereby acknowledge and confirm that the Incremental B-1 Term Loans and all obligations related thereto are, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue be, subject to the benefit of the Secured Parties under the Credit Agreement and the other ABL/Term Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Intercreditor Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under the Existing Credit Agreement, Amended Credit Agreement or any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Existing Credit Agreement, Amended Credit Agreement or any other Loan Document.
(d) Each of the Guarantors hereby consents to the amendments to the Existing Credit Agreement effected hereby, and hereby confirms, acknowledges and agrees that, notwithstanding the effectiveness of this Amendment, the obligations of such Guarantor contained in any of the Loan Documents to which it is a party are, and shall remain, in full force and effect and are hereby ratified and confirmed in all respects. Nothing in this Amendment is intended, or shall be construed, to constitute a novation or an accord and satisfaction of any of the Obligations or to modify, affect or impair the perfection, priority or continuation of the security interests in, security titles to or other Liens on any Collateral for the Obligations. Each of the Companies hereby confirms, acknowledges and agrees that (i) the pledge and security interest in the Collateral granted by it pursuant to the Security Documents to which it is a party shall continue in full force and effect and (ii) such pledge and security interest in the Collateral granted by it pursuant to such Security Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby.
(e) The parties hereto hereby consent to the incurrence of the Incremental B-1 Term Loans upon the terms and subject to the conditions set forth herein. Upon the Fourth Amendment Effective Date, (i) all conditions and requirements set forth in the Existing Credit Agreement, Amended Credit Agreement or the other Loan Documents relating to the effectiveness of this Amendment shall be deemed satisfied, (ii) all conditions and requirements set forth in the Existing Credit Agreement, Amended Credit Agreement or the other Loan Documents relating to the incurrence of the Incremental B-1 Term Loans shall be deemed satisfied and (iii) the incurrence of the Incremental B-1 Term Loans shall be deemed arranged and consummated in accordance with the terms of the Existing Credit Agreement, Amended Credit Agreement and the other Loan Documents.
Appears in 1 contract
Samples: Incremental Term Loan Agreement (Floor & Decor Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental effectiveness of this Letter Amendment Effective Dateand Waiver, (i) each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the Notes and each of the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on as amended by this Letter Amendment and after Waiver, (ii) each reference in the Incremental Amendment Effective DateShared Collateral Security Agreement to “this Agreement”, this Amendment “hereunder”, “hereof” or words of like import referring to the Shared Collateral Security Agreement, and each reference in the other Loan Documents to “the Shared Collateral Security Agreement”, “thereunder”, “thereof” or words of like import referring to the Shared Collateral Security Agreement, shall mean and be a reference to the Shared Collateral Security Agreement, as amended by this Letter Amendment and Waiver, and (iii) each reference in the Non-Shared Collateral Security Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Non-Shared Collateral Security Agreement, and each reference in the other Loan Document under Documents to “the Credit Non-Shared Collateral Security Agreement”, “thereunder”, “thereof” or words of like import referring to the Non-Shared Collateral Security Agreement, shall mean and be a reference to the Non-Shared Collateral Security Agreement, as amended by this Letter Amendment and Waiver.
(b) The Existing Credit Agreement, the Collateral Notes and each of the other Loan Documents, the Guaranties and each other Loan Document, as specifically amended by this AmendmentLetter Amendment and Waiver, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, case as amended by this AmendmentLetter Amendment and Waiver. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Letter Amendment and Waiver shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 1 contract
Samples: Credit Agreement (Broadwing Inc)
Reference to and Effect on the Loan Documents. (a) On Except as specifically amended above, all of the terms and after the Incremental Amendment Effective Date, each reference in provisions of the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed.
(b) Except as expressly set forth herein, and the respective guaranteesthis Amendment shall not operate as a waiver of any right, pledges, grants of security interests and other agreements, as applicable, under each power or remedy of the Collateral Documents and GuarantiesLenders, notwithstanding the consummation Borrowers, the Guarantors or the Administrative Agent under any of the transactions contemplated herebyLoan Documents, nor constitute a waiver of any other provision of any of the Loan Documents or for any purpose.
(c) It is understood and agreed that each reference in each Loan Document to the Credit Agreement, whether direct or indirect, shall continue hereafter be deemed to be in full force and effect and shall accrue a reference to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documentsas amended hereby. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, except as expressly set forth in Section 1, and as amended by this Amendment. After the Incremental Amendment Effective Date The Company hereby agrees to execute, acknowledge, deliver, record, re-record, file, re-file, register and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (reregister any and all Indebtedness relating thereto) constitute Secured Obligations under such further acts, deeds, certificates, assurances and other instruments as the Security Agreement.
(c) The executionAdministrative Agent, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any through the Administrative Agent, may reasonably require from time to time in order to carry out more effectively the purposes of the Loan Documents, nor constitute a waiver in each case, as amended by this Amendment.
(d) For the avoidance of doubt, each Lender executing this Amendment here- by authorizes the Administrative Agent to take any provision and all necessary actions to effect the purpose of the foregoing sentence, including, without limitation, amending any of Loan Documents (other than the Credit Agreement) without further action or consent of the Lenders.
(e) This Amendment is a Loan DocumentsDocument. For the avoidance of doubt, the indemnification provisions set forth in Section 10.04 of the Credit Agreement shall apply to this Amendment.
Appears in 1 contract
Samples: Credit Agreement (Om Group Inc)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Restructuring Effective Date, each reference in the Original Credit Agreement or the MLP Guaranty, as applicable, to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Original Credit AgreementAgreement or the MLP Guaranty, as applicable, and each reference in the Notes and each of the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Original Credit Agreement, shall mean and be a reference to the Original Credit Agreement. In additionAgreement or the MLP Guaranty, on as applicable, as amended, restated and after the Incremental Amendment Effective Date, modified by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) On and after the Restructuring Effective Date, each reference in each Loan Document to “the Compliance Certificate”, “thereunder”, “thereof” or words of like import referring to the Compliance Certificate, shall mean and be a reference to the Compliance Certificate, as amended, restated and modified by this Amendment.
(c) The Existing Original Credit Agreement, the Collateral Notes and each of the other Loan Documents, the Guaranties as specifically amended, restated and each other Loan Document, as amended modified by this Amendment, Amendment are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Credit Parties under the Loan Documents to the extent provided in the Collateral Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(cd) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender, any L/C Issuer, any Swing Line Lender or any the Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(e) The Credit Parties agree that this Amendment, the Intercreditor Agreement (Notes), the New MLP Guaranty, the Mortgage Amendments and the Intercreditor Agreement (Securitization) shall each be a Loan Document for all purposes of the Third Amended and Restated Credit Agreement and the other Loan Documents.
(f) Nothing contained in this Amendment, the Third Amended and Restated Credit Agreement or any other Loan Document shall constitute or be construed as a novation of any of the Obligations.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On From and after the Incremental Fifth Amendment Effective Date, each reference in the Credit Agreement to “hereunder”, ,” “hereof,” “this Agreement” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, ,” “thereunder”, ,” “thereof” or words of like import referring to shall, unless the Credit Agreementcontext otherwise requires, shall mean and be a reference to the Amended Credit Agreement. In addition, on From and after the Incremental Fifth Amendment Effective Date, this Amendment shall be a Loan Document under the Existing Credit Agreement and the Amended Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties Security Documents and each other Loan Document, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesSecurity Documents, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Existing Credit Agreement and the other Loan DocumentsAmended Credit Agreement. Without limiting the generality of the foregoing, the Collateral Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(i) This Amendment shall constitute an “Incremental Facility Amendment,” (ii) the Revolving Loans made under the Fifth Amendment Incremental Revolving Commitments shall constitute “Incremental Revolving Loans,” “Revolving Loans” and “Loans” and (iii) and the Fifth Amendment Incremental Revolving Commitments shall constitute a “Revolving Commitment Increase,” “Revolving Commitments” and “Commitments,” in each case, for all purposes of the Amended Credit Agreement and the other Loan Documents.
(e) This Amendment shall constitute notice to the Administrative Agent required under Section 2.21(a) of the Existing Credit Agreement.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment No. 2 Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Amended Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment and the Amended Credit Agreement shall be read together and construed as a Loan Document under the Credit Agreementsingle instrument.
(b) The Existing Except as expressly amended hereby, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each . This Amendment shall not constitute a novation of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein.
(d) This Amendment shall constitute a Loan Document under the terms of the Amended Credit Agreement.
(e) The (i) Borrower, by its signature below, hereby affirms and confirms its Guaranty of the Guaranteed Obligations (as defined in the Guarantee Agreement) pursuant to the Guarantee Agreement and acknowledges and agrees that such Guaranty shall continue in full force and effect in respect of, and to secure, such Guaranteed Obligations under the Guarantee Agreement and the other Loan Documents and (ii) Borrower and Holdings, by their respective signatures below, hereby affirm and confirm the pledge of and/or grant of a security interest in their assets which are Collateral to secure the Obligations, all as provided in the Security Documents, and acknowledge and agree that such pledge and/or grant shall continue in full force and effect in respect of, and to secure, such Obligations under the Amended Credit Agreement and the other Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Third Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, Agreement and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit AgreementAgreement as amended hereby.
(b) The Existing On and after the Third Amendment Effective Date, each reference in the Amended and Restated Guarantee and Collateral Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Amended and Restated Guarantee and Collateral Agreement and each reference in the other Loan Documents to the “Amended and Restated Guarantee and Collateral Agreement”, “thereunder”, “thereof” or words of like import referring to the Amended and Restated Guarantee and Collateral Credit Agreement, shall mean and be a reference to the Amended and Restated Guarantee and Collateral Documents, Agreement as amended hereby.
(c) The Credit Agreement and the Guaranties Amended and each Restated Guarantee and Collateral Agreement and the other Loan Document, as amended by this Amendment, Documents are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(cd) The execution, delivery and effectiveness of this Amendment Agreement shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under any of the Loan Documents, nor Documents or constitute a waiver or amendment of any provision of any of the Loan Documents.
(e) The Borrower and the other parties hereto acknowledge and agree that, on and after the Third Amendment Effective Date, this Agreement and each of the other Loan Documents to be executed and delivered by a Loan Party shall constitute a Loan Document for all purposes of the Credit Agreement.
(f) The provisions of Sections 11.12 and 11.16 of the Credit Agreement shall apply with like effect to this Agreement.
Appears in 1 contract
Samples: Third Amendment Agreement (KAR Auction Services, Inc.)
Reference to and Effect on the Loan Documents. (a) On Except as specifically amended above, all of the terms and after the Incremental Amendment Effective Date, each reference in provisions of the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed.
(b) Except as expressly set forth herein, and the respective guaranteesthis Amendment shall not operate as a waiver of any right, pledges, grants of security interests and other agreements, as applicable, under each power or remedy of the Collateral Documents and GuarantiesLenders, notwithstanding Parent Guarantor, the consummation Borrowers or the Administrative Agent under any of the transactions contemplated herebyLoan Documents, nor constitute a waiver of any other provision of any of the Loan Documents or for any purpose.
(c) It is understood and agreed that each reference in each Loan Document to the Credit Agreement, whether direct or indirect, shall continue hereafter be deemed to be in full force and effect and shall accrue a reference to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documentsas amended hereby. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date The Borrowers hereby agree to execute, acknowledge, deliver, record, re-record, file, re-file, register and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (re-register any and all Indebtedness relating thereto) constitute Secured Obligations under such further acts, deeds, certificates, assurances and other instruments as the Security Agreement.
(c) The executionAdministrative Agent, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any through the Administrative Agent, may reasonably require from time to time in order to carry out more effectively the purposes of the Loan Documents, nor in each case, as amended by this Amendment. For the avoidance of doubt, each Lender executing this Amendment hereby authorizes the Administrative Agent to take any and all necessary actions to effect the purpose of the foregoing sentence, including, without limitation, amending any of Loan Documents (other than the Credit Agreement) without further action or consent of the Lenders.
(d) This Amendment is a Loan Document. For the avoidance of doubt, the indemnification provisions set forth in Section 10.05 of the Credit Agreement shall apply to this Amendment.
(e) As of the Amendment No. 2 Effective Date, (a) each financial institution executing this Amendment No. 2 as a “Term A-1 Lender” shall constitute a waiver of any provision of any “Term A-1 Lender” for the purpose of the Loan DocumentsCredit Agreement as amended hereby and shall have a “Term A-1 Commitment” in the amount set forth opposite such Term A-1 Lender’s name under the heading “Term A-1 Commitment” on Schedule 2.01B, (b) each financial institution executing this Amendment No. 2 as a Term B-3 Lender” shall constitute a “Term B-3 Lender” for the purpose of the Credit Agreement as amended hereby and shall have a Term B-3 Commitment in the amount set forth opposite such Term B-3 Lender’s name under the heading “Term B-3 Commitment” on Schedule 2.01B hereto and (c) each financial institution executing this Amendment No. 2 as a “Term B-4 Lender” shall constitute a “Term B-4 Lender” for the purpose of the Credit Agreement as amended hereby and shall have a Term B-4 Commitment in the amount set forth opposite such Term B-4 Lender’s name under the heading “Term B-4 Commitment” on Schedule 2.01B hereto.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the “Credit Agreement”, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as amended by this Amendment.
(a) The Credit Agreement, are as specifically amended by this Amendment, and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(cb) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or the Administrative Agents under the Credit Agreement or any Agent under any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any Loan Document.
(c) Each Borrower, for itself and on behalf of each of the Borrower Parties, hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Borrower Party pursuant to the Collateral Agreement) and confirms that such liens and security interests continue to secure the Secured Obligations, including under the Loan Documents, including, without limitation, all Secured Obligations resulting from or incurred pursuant to the 2016 Incremental Term Loan Commitments made pursuant hereto, in each case subject to the terms thereof, and (iii) in the case of each Guarantor, ratifies and reaffirms its guaranty of the Obligations pursuant to its respective Guaranty.
(d) This Amendment shall be deemed a Loan Document for all purposes under the Credit Agreement.
Appears in 1 contract
Samples: Credit Agreement (Zayo Group LLC)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement as modified by this Agreement. In addition, on From and after the Incremental Amendment Effective Date, this Amendment Agreement shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties Security Documents and each other Loan Document, as specifically amended by this AmendmentAgreement, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesSecurity Documents, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan DocumentsAgreement. Without limiting the generality of the foregoing, the Collateral Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment Agreement shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(d) This Agreement shall constitute an “Incremental Assumption Agreement”, the Term B-1 Lenders shall constitute “Incremental Term Lenders” and “Lenders”, the Term B-1 Loans shall constitute “Incremental Term Loans” and “Term Loans” and the Term B-1 Loan Commitments shall constitute “Incremental Term Loan Commitments” and “Commitments”, in each case for all purposes of the Credit Agreement and the other Loan Documents.
(e) This Agreement shall constitute notice to the Administrative Agent required under Section 2.21(a) of the Credit Agreement.
Appears in 1 contract
Samples: Incremental Assumption Agreement (AP Gaming Holdco, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment DDTL Joinder Number 1 Effective Date, each reference in the Credit Loan Agreement to “hereunder”, “hereof” ’ or words of like import referring to the Credit Loan Agreement, and each reference in the other transaction documents to the “Credit Loan Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Loan Agreement, shall mean and be a reference to the Credit AgreementLoan Agreement as modified by this DDTL Joinder Number 1. In addition, on From and after the Incremental Amendment DDTL Joinder Number 1 Effective Date, this Amendment DDTL Joinder Number 1 shall be a Loan Document under the Credit Loan Agreement.
(b) The Existing Credit Agreement, Loan Agreement and the Collateral other Loan Documents, the Guaranties and each other Loan Document, as specifically amended by this AmendmentDDTL Joinder Number 1, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesLoan Documents, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties Administrative Agent and the Lenders under the Credit Agreement and the other Loan DocumentsAgreement. Without limiting the generality of the foregoing, the Collateral described in the Loan Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties Borrowers under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementDDTL Joinder Number 1.
(c) The execution, delivery and effectiveness of this Amendment DDTL Joinder Number 1 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 1 contract
Samples: Delayed Draw Joinder Agreement (GPAQ Acquisition Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and the other Loan Documents, and on and after the Incremental Second Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, as specifically amended by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or the Agents under the Credit Agreement or any Agent under any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any Loan Document.
(d) Each of the Loan Parties hereby ratifies and confirms that, (i) notwithstanding the effectiveness of this Amendment, the obligations of such Loan Party contained in any of the Loan DocumentsDocuments to which it is a party are, and shall remain, in full force and effect and are hereby ratified and confirmed in all respects, except that, on and after the Second Amendment Effective Date (as defined below), each reference in the Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import shall mean and be a reference to the Credit Agreement, (ii) the pledge and security interest in the Collateral granted by it pursuant to the Security Documents to which it is a party shall continue in full force and effect and (iii) such pledge and security interest in the Collateral granted by it pursuant to such Security Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment No. 3 Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or thereof and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit AgreementAgreement as amended hereby, and this Amendment No. In addition, on 3 and after the Incremental Credit Agreement shall be read together and construed as a single instrument. Each of the table of contents and lists of Exhibits and Schedules of the Credit Agreement shall be amended to reflect the changes made in this Amendment No. 3 as of the Amendment No. 3 Effective Date.
(b) As of the Amendment No. 3 Effective Date, this Amendment shall Borrower hereby acknowledges that it has received and reviewed a copy of the Credit Agreement and acknowledges and agrees to be a bound by all covenants, agreements and acknowledgments in the Credit Agreement and any other Loan Document under and to perform all obligations and duties required of it by the Credit Agreement.
(bc) The Existing Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(cd) The execution, delivery and effectiveness of this Amendment No. 3 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan DocumentsDocuments or for any purpose except as expressly set forth herein.
(e) This Amendment No. 3 shall constitute a Loan Document under the terms of the Credit Agreement.
Appears in 1 contract
Samples: Credit Agreement (Radiation Therapy Services Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment No. 1 Effective Date, each reference in the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment No. 1 Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment No. 1 Effective Date and the funding of the New Term B-3 B-1 Loans and Term B-2 Loans, without limiting the generality of the foregoing, the Revolving Commitment Increase, the New Term B-3 B-1 Loans and the Term B-2 Loans (and all Indebtedness relating relating, respectively, thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the “Credit Agreement”, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, as amended by this Amendment shall be a Loan Document under the Credit AgreementJoinder.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this AmendmentJoinder, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment Joinder shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender Lender, the Administrative Agent or the Collateral Agent under the Credit Agreement or any Agent under any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any Loan Document.
(d) Each of the Borrower and the other Loan Parties hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Guarantee and Collateral Agreement) and confirms that such liens and security interests continue to secure the Secured Obligations, including under the Loan Documents, including, without limitation, all Secured Obligations resulting from or incurred pursuant to the 2017 Incremental Revolving Commitment made pursuant hereto, in each case subject to the terms thereof, and (iii) in the case of each Subsidiary Guarantor, ratifies and reaffirms its guaranty of the Guarantor Obligations (as defined in the Guarantee and Collateral Agreement) pursuant to the Guarantee and Collateral Agreement.
(e) This Joinder shall be deemed a Loan Document for all purposes under the Credit Agreement.
Appears in 1 contract
Samples: Increase Revolving Joinder to Credit Agreement (Microsemi Corp)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective DateExcept as expressly provided herein, each reference in the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan DocumentsDocuments shall remain unmodified and in full force and effect. Without limiting the generality Except as expressly set forth herein, this Amendment shall not be deemed (i) to be a waiver of, or consent to, a modification or amendment of, any other term or condition of the foregoingCredit Agreement or any other Loan Document, (ii) to prejudice any other right or rights which the Administrative Agent or the Lenders may now have or may have in the future under or in connection with the Credit Agreement or the other Loan Documents or any other “Loan Document” (as defined in the Credit Agreement) or any of the instruments or agreements referred to therein, as the same may be amended, restated, supplemented or otherwise modified from time to time, (iii) to be a commitment or any other undertaking or expression of any willingness to engage in any further discussion with Holdings, the Collateral Borrower, any Subsidiary Loan Party or any other Person with respect to any waiver, amendment, modification or any other change to the Credit Agreement or the Loan Documents and all or any other “Loan Document” (as defined in the Credit Agreement) or any rights or remedies arising in favor of the Collateral described therein do Lenders or the Administrative Agent, or any of them, under or with respect to any such documents or (iv) to be a waiver of, or consent to or a modification or amendment of, any other term or condition of any other agreement by and shall continue to secure the payment of all Obligations of among the Loan Parties under Parties, on the one hand, and the Administrative Agent or any other Lender, on the other hand. On and after the Effective Date, references in the Credit Agreement to “this Agreement” (and indirect references such as “hereunder”, “hereby”, “herein”, and “hereof”) and in any Loan Documents, in each caseDocument to the “Credit Agreement” shall be deemed to be references to the Credit Agreement, as amended by this Amendment.
(b) On the Effective Date, the Credit Agreement shall be amended by this Amendment. After The parties hereto acknowledge and agree that (i) this Amendment and any other “Loan Documents” (as defined in the Incremental Amendment Effective Date Credit Agreement) executed and the funding delivered in connection herewith do not constitute a novation, or termination of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementCredit Agreement as in effect immediately prior to the Effective Date; (ii) such Obligations are in all respects continuing (as amended by the Amendment) with the terms, conditions, covenants and agreements contained in the Credit Agreement being modified only to the extent provided in the Amendment; and (iii) the Liens and security interests as granted under the Loan Documents securing the Obligations are in all such respects continuing and in full force and effect.
(c) The execution, delivery and effectiveness of this Amendment This document shall not, except constitute a “Loan Document” (as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any defined in the Credit Agreement) for all purposes of the Loan Documents, nor constitute a waiver of any provision of any Credit Agreement and shall be administrated and construed pursuant to the terms of the Loan DocumentsCredit Agreement.
Appears in 1 contract
Samples: Credit Agreement (Consolidated Communications Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment No. 3 Effective Date, each reference in the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment No. 3 Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment No. 3 Effective Date and the funding of the Incremental Term B-3 B-2 Loans, without limiting the generality of the foregoing, the Incremental Term B-3 B-2 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent Arranger under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment No. 10 Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit AgreementAgreement as amended to reflect the amendments set forth in Sections 2 and 3 hereof. In addition, on Each of the table of contents and after lists of Exhibits to the Incremental Credit Agreement shall be deemed to be amended to reflect the amendments set forth in Sections 2 and 3 hereof as of the Amendment No. 10 Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment No. 10 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Lenders, Holdco, the Borrower, the Administrative Agent, the Collateral Agent or any Agent the Issuing Bank under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein.
(d) On and after the Amendment No. 10 Effective Date, this Amendment shall constitute an Extension Amendment and a Loan Document. Revolving Commitments of each Amendment No. 10 Consenting Revolving Lender shall constitute “Extended Revolving Commitments”. Revolving Loans of each Amendment No. 10 Consenting Revolving Lender shall constitute “Extended Revolving Loans”. Each Amendment No. 10 Consenting Revolving Lender shall constitute an “Extending Revolving Loan Lender” for purposes of the Credit Agreement and shall be a “Lender” for purposes of the Loan Documents.
Appears in 1 contract
Samples: Credit Agreement (Infor, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment No. 2 Effective Date, each reference in the Existing Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Existing Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Amended Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment and the Amended Credit Agreement shall be read together and construed as a Loan Document under the Credit Agreementsingle instrument.
(b) The Except as expressly amended and restated on the Amendment No. 2 Effective Date, all of the terms and provisions of the Existing Credit Agreement, the Collateral Documents, the Guaranties Loan Guaranty and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each . This Amendment shall not constitute a novation of the Collateral Documents and GuarantiesExisting Credit Agreement, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the Loan Guaranty or any other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementDocument.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein.
(d) This Amendment shall constitute a Loan Document under the terms of the Amended Credit Agreement.
(e) The Loan Parties, by their respective signatures below, hereby affirm and confirm their guarantees pursuant to the Loan Guaranty and the pledge of and/or grant of a security interest in their assets which are Collateral to secure the Obligations, all as provided in the Collateral Documents, and acknowledge and agree that such guarantees and such pledge and/or grant shall continue in full force and effect in respect of, and to secure, such Obligations under the Amended Credit Agreement and the other Loan Documents.
(f) Each Loan Party hereby acknowledges that it has reviewed the terms and provisions of this Amendment and consents to the amendment of the Existing Credit Agreement effected pursuant to this Amendment.
(g) Each Loan Party that is not the Borrower acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Loan Party is not required by the terms of the Existing Credit Agreement or any other Loan Document to consent to the amendments to the Existing Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Amended Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Loan Party to any future amendments to the Amended Credit Agreement.
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Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Second Restatement Effective Date, each reference in the Existing Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Existing Credit Agreement, and each reference in the Notes and each of the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Existing Credit Agreement, shall mean and be a reference to the Existing Credit Agreement. In addition, on as amended, restated and after the Incremental Amendment Effective Date, modified by this Amendment shall be a Loan Document under the Credit Agreement.
(b) On and after the Second Restatement Effective Date, each reference in the Existing Credit Agreement, and in each other Loan Document (other than the Mortgages and the Foreign Collateral Documents (as defined below)), as well as the schedules and exhibits to the Existing Credit Agreement and to such Loan Documents, to Citibank, N.A. in its capacity as “Agent”, and each reference in the Notes and each of the other Loan Documents to Citibank, N.A. in its capacity as “Agent”, shall mean and be a reference to Bank of America, N.A. in its capacity as “Agent” pursuant to the Loan Documents, as amended, restated and modified by this Agreement. For greater certainty, each reference to the “Agent” acting in its capacity as fondé de pouvoir, agent, mandatary, custodian and depositary for and on behalf of the Secured Parties in the Existing Credit Agreement or any other Loan Document shall be a reference to Bank of America, N.A. in its capacity as “Agent”.
(c) The Existing Credit Agreement, the Collateral Notes and each of the other Loan Documents, the Guaranties as specifically amended and each other Loan Document, as amended modified by this Amendment, Agreement are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents to the extent provided in the Collateral Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(cd) The execution, delivery and effectiveness of this Amendment Agreement shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender, any Issuing Bank, any Swing Line Lender or any the Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(e) The Loan Parties agree that this Agreement shall be a Loan Document for all purposes of the Second Amended and Restated Credit Agreement and the other Loan Documents.
(f) Nothing contained in this Agreement, the Second Amended and Restated Credit Agreement or any other Loan Document shall constitute or be construed as a novation of any of the Obligations.
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Reference to and Effect on the Loan Documents. (a) On and after the Incremental Third Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the “Credit Agreement”, shall mean and be a reference to the Amended Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment any reference to “Obligations” shall mean and be a Loan Document reference to the “Obligations” under the Amended Credit Agreement.
(b) The Existing This Amendment shall not constitute an amendment or waiver of or consent to any provision of the Credit Agreement and the other Loan Documents except as expressly stated herein and shall not be construed as an amendment, waiver or consent to any action on the part of the Borrower, Holdings and each other Guarantor party to the Guarantor Consent (as defined below) (collectively, the “Loan Parties”) that would require an amendment, waiver or consent of the Administrative Agent or the Lenders except as expressly stated herein. On and after the Third Amendment Effective Date, the Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and the other Loan Documents are, and shall continue to be be, in full force and effect in accordance with their terms, and are hereby in all respects ratified and confirmed.
(c) From and after the Third Amendment Effective Date, this Amendment shall be deemed an “Incremental Amendment” pursuant to Section 2.14 and an amendment pursuant to Section 10.01 of the Amended Credit Agreement and a “Loan Document” for all purposes under the Amended Credit Agreement and the respective guarantees, pledges, grants of security interests other Loan Documents.
(d) The parties hereto acknowledge and other agreements, as applicable, under each of agree that the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue amendments to the benefit Credit Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection herewith shall not constitute a novation of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting Documents as in effect prior to the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Third Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementDate.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
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Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment No. 4 Effective Date, each reference in the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment No. 4 Effective Date, this Amendment shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent Arranger under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Third Amendment Effective Date, each reference in the First Lien Credit Agreement and the other Loan Documents to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “First Lien Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the First Lien Credit Agreement. In additionAgreement as amended hereby with respect to the certain requirements outlined above, on and after the Incremental Amendment Effective Date, this Amendment and the First Lien Credit Agreement shall be read together and construed as a Loan Document under the Credit Agreementsingle instrument.
(b) The Existing Except as expressly amended hereby, all of the terms and provisions of the First Lien Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of the Administrative Agent, any Lender or any Agent Issuer under the First Lien Credit Agreement or any of the Loan DocumentsDocument, nor or constitute a waiver or amendment of any other provision of the First Lien Credit Agreement or any Loan Document (as amended hereby) except as and to the extent expressly set forth herein.
(d) Each of the Borrower and (by its acknowledgment hereof as set forth on the signature pages hereto) each Subsidiary Guarantor hereby confirms that the guaranties, security interests and liens granted pursuant to the Loan DocumentsDocuments (as amended hereby) continue to guarantee and secure the Obligations as set forth in the Loan Documents (as amended hereby) and that such guaranties, security interests and liens remain in full force and effect.
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Reference to and Effect on the Loan Documents. (a) On and after the 2020 Incremental Amendment Effective Date, each reference in the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement as modified by this Agreement. In addition, on .
(b) From and after the 2020 Incremental Amendment Effective Date, this Amendment Agreement shall be a Loan Document under the Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as amended by this Amendment, are and shall continue to be in full force and effect and are hereby in Agreement for all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each purposes of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) This Agreement shall constitute the consummation of a “CEOC Acquisition” and a “CEOC Event” under the Credit Agreement.
(d) The execution, delivery and effectiveness of this Amendment Agreement shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(e) This Agreement shall constitute an “Incremental Assumption Agreement”, the 2020 Incremental Term Lender shall constitute an “Incremental Term Lender,” a “Term B-1 Lender,” and a “Lender”, the “2020 Incremental Term Loans” shall constitute “Incremental Term Loans,” “Term B-1 Loans,” “Other Term Loans” and “Term Loans” and the 2020 Incremental Term Loan Commitment shall constitute “Incremental Term Loan Commitments,” “Term B-1 Loan Commitments,” and “Commitments”, in each case for all purposes of the Credit Agreement and the other Loan Documents.
(f) This Agreement shall constitute notice to the Administrative Agent required under Section 2.21(a) of the Credit Agreement.
Appears in 1 contract
Samples: Incremental Assumption Agreement (Caesars Entertainment, Inc.)
Reference to and Effect on the Loan Documents. (a) On This Amendment shall constitute a Loan Document for purposes of the Amended Credit Agreement and the other Loan Documents, and on and after the Incremental Third Amendment Effective Date, (i) each reference in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Existing Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Existing Credit Agreement, shall mean and be a reference to the Amended Credit Agreement and (ii) each reference in the Amended Security Agreement to “this Agreement. In addition”, on “hereunder”, “hereof”, “herein” or words of like import referring to the Existing Security Agreement, and after each reference in the Incremental Amendment Effective Dateother Loan Documents to “the Security Agreement”, this Amendment “thereunder”, “thereof” or words of like import referring to the Existing Security Agreement, shall mean and be a Loan Document under reference to the Credit Amended Security Agreement.
(b) The Existing Credit Agreement and the Existing Security Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, . The parties hereto hereby acknowledge and confirm that the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Replacement Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under obligations related thereto are, and continue to be, subject to the Security ABL/Term Loan Intercreditor Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under the Existing Credit Agreement, Amended Credit Agreement, Existing Security Agreement, Amended Security Agreement or any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Existing Credit Agreement, Amended Credit Agreement, Existing Security Agreement, Amended Security Agreement or any Loan Document.
(d) Each of the Guarantors hereby consents to the amendments to the Existing Credit Agreement and the Existing Security Agreement effected hereby, and hereby confirms, acknowledges and agrees that, notwithstanding the effectiveness of this Amendment, the obligations of such Guarantor contained in any of the Loan Documents to which it is a party are, and shall remain, in full force and effect and are hereby ratified and confirmed in all respects. Nothing in this Amendment is intended, or shall be construed, to constitute a novation or an accord and satisfaction of any of the Obligations or to modify, affect or impair the perfection, priority or continuation of the security interests in, security titles to or other Liens on any Collateral for the Obligations. Each of the Companies hereby confirms, acknowledges and agrees that (i) the pledge and security interest in the Collateral granted by it pursuant to the Security Documents (including the Existing Security Agreement as amended by this Amendment) to which it is a party shall continue in full force and effect and (ii) such pledge and security interest in the Collateral granted by it pursuant to such Security Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby.
(e) The parties hereto hereby consent to the incurrence of the Replacement Term B-3 Loans upon the terms and subject to the conditions set forth herein. Upon the Third Amendment Effective Date, (i) all conditions and requirements set forth in the Existing Credit Agreement, Amended Credit Agreement or the other Loan Documents relating to the effectiveness of this Amendment shall be deemed satisfied, (ii) all conditions and requirements set forth in the Existing Credit Agreement, Amended Credit Agreement or the other Loan Documents relating to the incurrence of the Replacement Term B-3 Loans shall be deemed satisfied and (iii) the incurrence of the Replacement Term B-3 Loans shall be deemed arranged and consummated in accordance with the terms of the Existing Credit Agreement, Amended Credit Agreement and the other Loan Documents.
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Reference to and Effect on the Loan Documents. (a) On If and after the Incremental when this Amendment Effective Datebecomes effective, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit AgreementAgreement as amended hereby.
(b) The Existing Credit If and when this Amendment becomes effective, each reference in the Guarantee and Collateral Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Guarantee and Collateral Agreement, the Collateral Documents, the Guaranties and each reference in the other Loan DocumentDocuments to “the Guarantee and Collateral Agreement”, “thereunder”, “thereof” or words of like import referring to the Guarantee and Collateral Agreement, shall mean and be a reference to the Guarantee and Collateral Agreement as amended by this Amendmenthereby.
(c) The Credit Agreement and the Guarantee and Collateral Agreement, each as amended hereby and the other Loan Documents are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of under and as defined in the Loan Parties under the Loan Documents, in each caseCredit Agreement, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreementhereby.
(cd) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan DocumentsDocuments or constitute, nor constitute except as expressly set forth herein, a waiver or amendment of any provision of any of the Loan Documents.
(e) This Amendment is a Loan Document. The provisions of Sections 11.12 and 11.16 of the Credit Agreement shall apply with like effect to this Amendment.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On From and after the Incremental Fourth Amendment Effective Date, each reference in the Credit Agreement to “hereunder”, ,” “hereof,” “this Agreement” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, ,” “thereunder”, ,” “thereof” or words of like import referring to shall, unless the Credit Agreementcontext otherwise requires, shall mean and be a reference to the Amended Credit Agreement. In addition, on From and after the Incremental Fourth Amendment Effective Date, this Amendment shall be a Loan Document under the Existing Credit Agreement and the Amended Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties Security Documents and each other Loan Document, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesSecurity Documents, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Existing Credit Agreement and the other Loan DocumentsAmended Credit Agreement. Without limiting the generality of the foregoing, the Collateral Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Amended Credit Agreement to “hereunder”, ,” “hereof,” “this Amendment” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, ,” “thereunder”, ,” “thereof” or words of like import referring to shall, unless the Credit Agreementcontext otherwise requires, shall mean and be a reference to the Amended Credit Agreement. In addition, on From and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Existing Credit Agreement and the Amended Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties Security Documents and each other Loan Document, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesSecurity Documents, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Existing Credit Agreement and the other Loan DocumentsAmended Credit Agreement. Without limiting the generality of the foregoing, the Collateral Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Secured Obligations of the Loan Parties under the Loan DocumentsParties, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(i) This Amendment shall constitute an “Incremental Assumption Agreement”, (ii) each of the Incremental Term Loan Lenders and Delayed Draw Term Loan Lenders shall constitute “Lenders,” (iii) the Incremental Term Loans shall constitute “Term Loans” and “Loans,” and (iv) the Incremental Term Loan Commitments shall constitute “Commitments,” in each case, for all purposes of the Amended Credit Agreement and the other Loan Documents.
(e) This Amendment shall constitute notice to the Administrative Agent required under Section 2.20(a) of the Existing Credit Agreement and each Lender party hereto hereby waives any prior notice requirement under the Existing Credit Agreement (and such shorter period(s) are agreed to by the Administrative Agent).
Appears in 1 contract
Samples: Incremental Assumption and Amendment (European Wax Center, Inc.)
Reference to and Effect on the Loan Documents. (a) On and after As of the Incremental Amendment No. 7 Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit AgreementAgreement as amended to reflect the amendments set forth in Section 2 hereof. In addition, on and after As of the Incremental Amendment Other Amendments Effective Date, each reference in the Credit Agreement to “this Amendment Agreement,” “hereunder,” “hereof,” “herein,” or words of like import, and each reference in the other Loan Documents to the Credit Agreement (including, without limitation, by means of words like “thereunder,” “thereof” and words of like import), shall mean and be a reference to the Credit Agreement as amended to reflect the amendments set forth in Section 3 hereof. Each of the table of contents and lists of Exhibits to the Credit Agreement shall be a Loan Document under deemed to be amended to reflect the Credit Agreementamendments set forth in Section 2 hereof as of the Amendment No. 7 Effective Date and the amendments set forth in Section 3 hereof as of the Other Amendments Effective Date.
(b) The Existing Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment No. 7 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Lenders, Holdco, the Borrower, the Administrative Agent, the Collateral Agent or any Agent the Issuing Bank under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein.
(d) On and after the Amendment No. 7 Effective Date, this Amendment shall constitute an Extension Amendment and a Loan Document. Revolving Commitments of each Amendment No. 7 Consenting Revolving Lender shall constitute “Extended Revolving Commitments”. Revolving Loans of each Amendment No. 7 Consenting Revolving Lender shall constitute “Extended Revolving Loans”. Each Amendment No. 7 Consenting Revolving Lender shall constitute an “Extending Revolving Loan Lender” for purposes of the Credit Agreement and shall be a “Lender” for purposes of the Loan Documents.
Appears in 1 contract
Samples: Credit Agreement (Infor, Inc.)
Reference to and Effect on the Loan Documents. (a) On Upon and after the Incremental effectiveness of this Amendment Effective Dateand Waiver, (i) each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement as modified and amended hereby and (ii) each reference in the Collateral Agreement to “this Agreement. In addition”, on “hereunder”, “hereof” or words of like import referring to the Collateral Agreement, and after each reference in the Incremental Amendment Effective DateLoan Documents to “the Collateral Agreement”, this Amendment “thereof” or words of like import referring to the Collateral Agreement, shall mean and be a Loan Document under reference to the Credit AgreementCollateral Agreement as modified and amended hereby.
(b) The Existing Except as specifically amended hereby, the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this AmendmentDocuments, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect confirmed and shall accrue constitute the legal, valid, binding and enforceable obligations of Borrower and each other Loan Party party thereto to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementLenders.
(c) The execution, delivery and effectiveness of this Amendment and Waiver shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Administrative Agent or the Lenders under the Credit Agreement, the Collateral Agreement or any Agent under any of the other Loan DocumentsDocument, nor constitute a waiver of any provision of the Credit Agreement, the Collateral Agreement or any other Loan Document.
(d) To the extent that any terms and conditions in any of the Loan DocumentsDocuments shall contradict or be in conflict with any terms or conditions of the Credit Agreement or the Collateral Agreement, after giving effect to this Amendment and Waiver, such terms and conditions are hereby deemed modified or amended accordingly to reflect the terms and conditions of the Credit Agreement or the Collateral Agreement, respectively, as modified or amended hereby.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On This Amendment shall constitute a Loan Document for purposes of the Amended Credit Agreement and the other Loan Documents, and on and after the Incremental Second Amendment Effective Date, each reference in the Amended Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Existing Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Existing Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Amended Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed. The parties hereto hereby acknowledge and confirm that the Replacement Term B-2 Loans and all obligations related thereto are, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue be, subject to the benefit of the Secured Parties under the Credit Agreement and the other ABL/Term Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Intercreditor Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under the Existing Credit Agreement, Amended Credit Agreement or any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement, Amended Credit Agreement or any Loan Document.
(d) Each of the Guarantors hereby consents to the amendments to the Existing Credit Agreement effected hereby, and hereby confirms, acknowledges and agrees that, notwithstanding the effectiveness of this Amendment, the obligations of such Guarantor contained in any of the Loan Documents to which it is a party are, and shall remain, in full force and effect and are hereby ratified and confirmed in all respects. Nothing in this Amendment is intended, or shall be construed, to constitute a novation or an accord and satisfaction of any of the Obligations or to modify, affect or impair the perfection, priority or continuation of the security interests in, security titles to or other Liens on any Collateral for the Obligations. Each of the Borrower, Holdings and the other Loan Parties party hereto hereby confirms, acknowledges and agrees that (i) the pledge and security interest in the Collateral granted by it pursuant to the Security Documents to which it is a party shall continue in full force and effect and (ii) such pledge and security interest in the Collateral granted by it pursuant to such Security Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby.
(e) The parties hereto hereby consent to the incurrence of the Replacement Term B-2 Loans upon the terms and subject to the conditions set forth herein. Upon the Second Amendment Effective Date, (i) all conditions and requirements set forth in the Existing Credit Agreement, Amended Credit Agreement or the other Loan Documents relating to the effectiveness of this Amendment shall be deemed satisfied, (ii) all conditions and requirements set forth in the Existing Credit Agreement, Amended Credit Agreement or the other Loan Documents relating to the incurrence of the Replacement Term B-2 Loans shall be deemed satisfied and (iii) the incurrence of the Replacement Term B-2 Loans shall be deemed arranged and consummated in accordance with the terms of the Existing Credit Agreement, Amended Credit Agreement and the other Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Amended Facility Agreement or in the Amended Security Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Existing Facility Agreement or the Existing Security Agreement, as applicable, and each reference in the other transaction documents Loan Documents to “the Facility Agreement”, “the Credit Agreement”, the “Credit Security Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Existing Facility Agreement or the Existing Security Agreement, as applicable, shall mean and be a reference to the Credit Existing Facility Agreement or the Existing Security Agreement. In addition, on as applicable, as amended and after the Incremental Amendment Effective Date, modified by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) The Each of the Existing Credit Facility Agreement and the Existing Security Agreement, the Collateral Documents, the Guaranties as specifically amended and each other Loan Document, as amended modified by this Amendment, are is and shall continue to be in full force and effect and are is hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents to the extent provided in the Collateral Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Save as expressly provided herein, the execution, delivery and effectiveness of this Amendment (i) shall not, except as expressly provided herein, not operate as a waiver of any right, power power, privilege or remedy of any Lender, any Issuing Bank, any Swing Line Lender or any the Agent under any of the Loan DocumentsDocuments and (ii) shall not alter, nor constitute a waiver modify, amend or in any way affect any of any provision of the terms, conditions, obligations, covenants or other agreements contained in the any of the Loan DocumentsDocument, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Company, any other Loan Party or any other Person to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or other agreements contained in the Amended Facility Agreement, the Amended Security Agreement or any other Loan Document in similar or different circumstances after the date hereof.
(d) The Agent agrees to promptly post this Amendment for the Lenders on the Platform.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and the other Loan Documents, and on and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “the First-Lien Credit Agreement,” “the Amended and Restated Credit Agreement,” “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, Agreement as amended by this Amendment shall be a Loan Document under (the “Amended Credit Agreement”).
(b) The Existing Amended Credit Agreement, and the Collateral Documents, the Guaranties and each other Loan DocumentDocuments are, as amended by this Amendment, are and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under the Credit Agreement or any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any Loan Document.
(d) Each of the Guarantors and Holdings hereby consents to the amendments to the Credit Agreement effected hereby, and hereby confirms, acknowledges and agrees that, (a) notwithstanding the effectiveness of this Amendment, the obligations of such Guarantor contained in any of the Loan DocumentsDocuments to which it is a party are, and shall remain, in full force and effect and are hereby ratified and confirmed in all respects, except that, on and after the NYDOCS02/1101629 -2- Alkermes, Inc – Amendment No. 4 to A&R Credit Agreement Effective Date (as defined below), each reference in the Loan Documents to “the Credit Agreement”, “the First-Lien Credit Agreement,” “the Amended and Restated Credit Agreement,” “thereunder”, “thereof” or words of like import shall mean and be a reference to the Amended Credit Agreement, (b) the pledge and security interest in the Collateral granted by it pursuant to the Security Documents to which it is a party shall continue in full force and effect and (c) such pledge and security interest in the Collateral granted by it pursuant to such Security Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby.
Appears in 1 contract
Samples: Credit Agreement (Alkermes Plc.)
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Amended Credit Agreement to “hereunder”, ,” “hereof,” “this Amendment” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”, ,” “thereunder”, ,” “thereof” or words of like import referring to shall, unless the Credit Agreementcontext otherwise requires, shall mean and be a reference to the Amended Credit Agreement. In addition, on From and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Existing Credit Agreement and the Amended Credit Agreement.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties Security Documents and each other Loan Document, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesSecurity Documents, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Existing Credit Agreement and the other Loan DocumentsAmended Credit Agreement. Without limiting the generality of the foregoing, the Collateral Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Secured Obligations of the Loan Parties under the Loan DocumentsParties, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(i) This Amendment shall constitute an “Incremental Assumption Agreement”, (ii) each of the Incremental Term Loan Lenders shall constitute “Lenders,” (iii) the Incremental Term Loans shall constitute “Term Loans” and “Loans,” and (iv) the Incremental Term Loan Commitments shall constitute “Commitments,” in each case, for all purposes of the Amended Credit Agreement and the other Loan Documents.
(e) This Amendment shall constitute notice to the Administrative Agent required under Section 2.20(a) of the Existing Credit Agreement and each Lender party hereto hereby waives any prior notice requirement under the Existing Credit Agreement (and such shorter period(s) are agreed to by the Administrative Agent).
Appears in 1 contract
Samples: Incremental Assumption and Amendment (European Wax Center, Inc.)
Reference to and Effect on the Loan Documents. (a) On From and after the Incremental Amendment Forbearance Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit Agreement. In addition, on Agreement as modified hereby and after this Forbearance Agreement and the Incremental Amendment Effective Date, this Amendment Credit Agreement shall be read together and construed as a Loan Document under the Credit Agreementsingle instrument.
(b) The Existing Except as expressly modified hereby, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed. Except as modified pursuant hereto, and pursuant to the other documents, instruments and agreements executed and delivered in connection herewith, no other changes or modifications to the Credit Agreement are intended or implied, and in all other respects the Obligations, Credit Agreement and the other Loan Documents are hereby specifically ratified, restated and confirmed by the Group Members as of the Forbearance Effective Date. The Group Members hereby agree that this Forbearance Agreement shall in no manner affect or impair the Obligations or the Liens securing the payment and performance thereof. Each Group Member hereby ratifies and confirms all of its respective guarantees, pledges, grants of security interests obligations and liabilities under the Credit Agreement and each other agreementsLoan Document to which it is party, as applicableexpressly modified herein, under each and ratifies and confirms all Liens securing such obligations and liabilities. Each of the Collateral Documents Loan Parties hereby represents, warrants, acknowledges and Guarantiesagrees that it has no claims, notwithstanding counterclaims, offsets or defenses (whether legal or equitable) to the consummation payment of any of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties obligations under the Credit Agreement and the other Loan Documents. Without limiting Documents or to the generality performance of any of the foregoingobligations thereunder and, to the extent they may have any such claims, counterclaims, offsets or defenses, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreementsame are hereby waived.
(c) The execution, delivery and effectiveness of this Amendment Forbearance Agreement shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender the Lenders, Borrower or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or, except as expressly set forth herein, amendment of any other provision of any of the Loan Documents or for any purpose.
(d) The Loan Parties, the Administrative Agent, and the Consenting Lenders hereby acknowledge and agree that nothing contained in this Forbearance Agreement or any other documents amended and/or executed and delivered in connection herewith shall constitute a novation of the Credit Agreement or any other Loan Documents as in effect prior to the Forbearance Effective Date.
(e) This Forbearance Agreement shall constitute a Loan Document under the terms of the Credit Agreement and the other Loan Documents. It shall be an immediate Event of Default under the Credit Agreement if Borrower or any other Group Member fails to perform, keep or observe any term, provision, condition, covenant or agreement contained in this Forbearance Agreement or if any representation or warranty made by any Group Member under or in connection with this Forbearance Agreement shall be untrue, false or misleading in any respect when made. To the extent of conflict between the terms of this Forbearance Agreement and the Credit Agreement, the terms of this Forbearance Agreement shall control.
Appears in 1 contract
Samples: Forbearance Agreement (21st Century Oncology Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On Upon the effectiveness of this Amendment, on and after the Incremental Amendment Effective Datedate hereof, each reference in the Credit Agreement to “"this Agreement", "hereunder”", “"hereof” " or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to "the “Credit Agreement”", “"thereunder”", “"thereof” " or words of like import referring to the Credit Agreement, shall in each case mean and be a reference to the Credit AgreementAgreement as amended hereby. In additionUpon the effectiveness of this Amendment, on and after the Incremental Amendment Effective Datedate hereof, each reference in the Guaranty and Security Agreement to "this Amendment Agreement", "hereunder", "hereof" or words of like import referring to the Guaranty and Security Agreement, and each reference in the other Loan Documents to "the Guaranty and Security Agreement", "thereunder", "thereof" or words of like import referring to the Guaranty and Security Agreement, shall in each case mean and be a Loan Document under reference to the Credit AgreementGuaranty and Security Agreement as amended hereby.
(b) The Existing Credit AgreementExcept as specifically amended above, the Collateral Documents, the Guaranties Credit Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants . No Loan Party has any knowledge of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue any challenge to the benefit of the Secured Parties Administrative Agent's or any Lender's claims arising under the Credit Agreement and Loan Documents or the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations effectiveness of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
(d) Nothing contained herein shall be deemed to constitute a waiver of compliance with any term or condition contained in the Credit Agreement or any of the other Loan Documents, or constitute a course of conduct or dealing among the parties. The Administrative Agent and the Lenders reserve all rights, privileges and remedies under the Loan Documents and require strict compliance with the terms of the Credit Agreement and the other Loan Documents.
(e) Nothing in this Amendment is intended, or shall be construed, to constitute a novation or an accord and satisfaction of any of the Obligations or to modify, affect or impair the perfection, priority or continuation of the security interests in, security titles to or other Liens on any collateral (including the Collateral) securing the Obligations.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “the First-Lien Credit Agreement,” “the Amended and Restated Credit Agreement,” “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, Agreement as amended by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under the Credit Agreement or any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any Loan Document.
(d) Each of the Guarantors and Holdings hereby consents to the amendments to the Credit Agreement effected hereby, and hereby confirms, acknowledges and agrees that, (a) notwithstanding the effectiveness of this Amendment, the obligations of such Guarantor contained in any of the Loan DocumentsDocuments to which it is a party are, and shall remain, in full force and effect and are hereby ratified and confirmed in all respects, except that, on and after the Effective Date (as defined below), each reference in the Loan Documents to “the Credit Agreement”, “the First-Lien Credit Agreement,” “the Amended and Restated Credit Agreement,” “thereunder”, “thereof” or words of like import shall mean and be a reference to the Credit Agreement, as amended by this Amendment, (b) the pledge and security interest in the Collateral granted by it pursuant to the Security Documents to which it is a party shall continue in full force and effect and (c) such pledge and security interest in the Collateral granted by it pursuant to such Security Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby.
Appears in 1 contract
Samples: Credit Agreement (Alkermes Plc.)
Reference to and Effect on the Loan Documents. (a) On As of the Amendment and after the Incremental Amendment Restatement Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder”, ,” “hereof,” “herein,” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents Loan Documents to the “Credit Agreement”Agreement (including, without limitation, by means of words like “thereunder”, ,” “thereof” or and words of like import referring to the Credit Agreementimport), shall mean and be a reference to the Credit Agreement. In additionAgreement as amended and restated hereby, on and this Amendment Agreement and the Amended and Restated Credit Agreement shall be read together and construed as a single instrument.
(b) As of the Amendment and Restatement Effective Date and after giving effect to the Incremental Amendment Effective Date, transactions contemplated by this Amendment shall Agreement, Borrower hereby acknowledges that it has received and reviewed a copy of the Amended and Restated Credit Agreement and acknowledges and agrees to be a bound by all covenants, agreements and acknowledgments in the Amended and Restated Credit Agreement and any other Loan Document under to which it is a party and to perform all obligations and duties required of it by the Amended and Restated Credit Agreement.
(bc) The Existing Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement, the Collateral Documents, the Guaranties Agreement and each all other Loan Document, as amended by this Amendment, Documents are and shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(cd) The execution, delivery and effectiveness of this Amendment Agreement shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender the Lenders, the Borrower or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan DocumentsDocuments or for any purpose except as expressly set forth herein.
(e) This Amendment Agreement shall constitute a Loan Document under the terms of the Amended and Restated Credit Agreement.
Appears in 1 contract
Samples: Credit Agreement (Radiation Therapy Services Holdings, Inc.)
Reference to and Effect on the Loan Documents. (a) On This Waiver and after the Incremental Amendment Effective Date, each reference in the Credit Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be constitutes a Loan Document under the Credit Agreement.
(b) Document. The Existing Credit Agreement, the Collateral Notes and each of the other Loan Documents, except to the Guaranties extent of the waiver and each other Loan Document, as amended by this Amendmentamendments specifically provided above, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Agreement.
(c) The execution, delivery and effectiveness of this Waiver and Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under any of the Loan DocumentsCredit Agreement, nor constitute a waiver of any provision of the Credit Agreement. The Waiver set forth in Section 1 hereof shall be limited precisely as written and shall not be deemed or otherwise construed to constitute a waiver of any variation from the Credit Agreement or to waive any Default or Event of Default that has occurred or may in the future occur under the Credit Agreement, except as expressly set forth herein. On and after and during the effectiveness of this Waiver and Amendment, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the Notes and each of the other Loan DocumentsDocuments to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by this Waiver and Amendment. If you agree to the terms and provisions of this Waiver and Amendment, please evidence such agreement by executing and returning at least four counterparts of this Waiver and Amendment to Shearman & Sterling LLP, 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Xxxxxxxxx Xxxxxx, Fax No. 000-000-0000. This Waiver and Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Waiver and Amendment by telecopier shall be effective as delivery of a manually executed counterpart of this Waiver and Amendment. This Waiver and Amendment shall be governed by, and construed in accordance with, the laws of the State of New York. Very truly yours, NDCHEALTH CORPORATION By /s/ XXX XXXXXX Title: CFO Agreed as of the date first above written: XXXXXXX XXXXX CAPITAL, a division of Xxxxxxx Xxxxx Business Financial Services Inc., as Administrative Agent, as Swing Line Lender and as Lender By [SIGNATURE TO COME] Xxxx X. Oder Title: Vice President BANK OF AMERICA, N.A. By [SIGNATURE TO COME] Title: Senior Vice President By [SIGNATURE TO COME] Title: Authorized Signatory CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch By [SIGNATURE TO COME] Xxxx X. Xxxxx Title: Director By [SIGNATURE TO COME] Xxxxx Xxxxxxxx Title: Associate Denali Capital LLC, managing member of DC Funding Partners, portfolio manager for DENALI CAPITAL CLO I, LTD., or an affiliate By [SIGNATURE TO COME] Xxxxx X. Xxxxx Title: Vice President Denali Capital LLC, managing member of DC Funding Partners, portfolio manager for DENALI CAPITAL CLO II, LTD., or an affiliate By [SIGNATURE TO COME] Xxxxx X. Xxxxx Title: Vice President Denali Capital LLC, managing member of DC Funding Partners, portfolio manager for DENALI CAPITAL CLO III, LTD., or an affiliate By [SIGNATURE TO COME] Xxxxx X. Xxxxx Title: Vice President Flagship CLO II by Flagship Capital Management, Inc. By: [SIGNATURE TO COME] Name: Xxxx X. Xxxxx Title: Director Flagship CLO 2001-1 by Flagship Capital Management, Inc. By: [SIGNATURE TO COME] Name: Xxxx X. Xxxxx Title: Director GENERAL ELECTRIC CAPITAL CORPORATION By [SIGNATURE TO COME] Xxxxx X. Xxxxxx Title: Duly Authorized Signatory ING CAPITAL LLC By [SIGNATURE TO COME] Name: Xxxxxxx X. Xxxxxx, Xx. Title: Director KEY CORPORATE CAPITAL INC. By [SIGNATURE TO COME] Title: Senior Vice President KEYBANK NATIONAL ASSOCIATION, By [SIGNATURE TO COME] Title: Senior Vice President LaSalle Bank National Association By [SIGNATURE TO COME] Title: Vice President By [SIGNATURE TO COME] Title: Senior Vice President Venture CDO 2002, Limited By its investment advisor, MJX Asset Management LLC By [SIGNATURE TO COME] Xxxxxxx Xxxxxxx Title: Director
Appears in 1 contract
Samples: Credit Agreement (Ndchealth Corp)
Reference to and Effect on the Loan Documents. (a) On and after Upon the Incremental Amendment Effective Date, satisfaction of the conditions contained in Section 3 hereof each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Credit Agreementimport, and each reference in the other transaction documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, Loan Documents shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, this Amendment shall be a Loan Document under the Credit AgreementAgreement as amended hereby.
(b) The Existing Except as specifically amended above, the Credit Agreement, the Note, and all other instruments securing or guaranteeing the obligations of Borrower and Guarantors to the Lenders, including the Collateral Documents, the Guaranties and each other Loan Document, as amended by this Amendment(collectively, are and the “Security Instruments”), shall continue to be remain in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Credit Agreement and the other Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents Security Instruments and all of the Collateral collateral described therein do and shall continue to secure the payment of all Obligations obligations of the Loan Parties Borrower and Guarantors under the Loan Documents, in each caseCredit Agreement, as amended by this Amendment. After the Incremental Amendment Effective Date hereby, and the funding of the Term B-3 LoansNote, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the other Security AgreementInstruments.
(c) Each of Guarantors hereby expressly (i) acknowledges the terms of this Amendment; (ii) ratifies and affirms its obligations under its Guaranty previously executed in connection with the Credit Agreement, in favor of the Administrative Agent and the Lenders; (iii) acknowledges, renews and extends its continued unconditional liability under its Guaranty and agrees that its Guaranty remains in full force and effect; and (iv) guarantees to the Administrative Agent and the Lenders to promptly pay when due all amounts owing or to be owing by it under its Guaranty pursuant to the terms and conditions thereof.
(d) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan DocumentsSecurity Instruments, nor constitute a waiver of any provision of any of the Loan DocumentsSecurity Instruments.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and the other Loan Documents, and on and after the Incremental First Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import referring to the Credit Agreement, and each reference in the other transaction documents Loan Documents to “the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement. In addition, on and after the Incremental Amendment Effective Date, as amended by this Amendment shall be a Loan Document under the Credit AgreementAmendment.
(b) The Existing Credit Agreement, the Collateral Documents, the Guaranties and each other Loan Document, as specifically amended by this Amendment, are and the other Loan Documents are, and shall continue to be be, in full force and effect effect, and are hereby in all respects ratified and confirmed. The parties hereto hereby acknowledge and confirm that the Replacement Term B-1 Loans and all obligations related thereto are, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and Guaranties, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue be, subject to the benefit of the Secured Parties under the Credit Agreement and the other ABL/Term Loan Documents. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security Intercreditor Agreement.
(c) The Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, not operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under the Credit Agreement or any of the other Loan DocumentsDocument, nor shall it constitute a waiver of any provision of the Credit Agreement or any Loan Document.
(d) Each of the Guarantors hereby consents to the amendments to the Credit Agreement effected hereby, and hereby confirms, acknowledges and agrees that, notwithstanding the effectiveness of this Amendment, the obligations of such Guarantor contained in any of the Loan Documents to which it is a party are, and shall remain, in full force and effect and are hereby ratified and confirmed in all respects. Each of the Borrower, Holdings and the other Loan Parties party hereto hereby confirms, acknowledges and agrees that (i) the pledge and security interest in the Collateral granted by it pursuant to the Security Documents to which it is a party shall continue in full force and effect and (ii) such pledge and security interest in the Collateral granted by it pursuant to such Security Documents shall continue to secure the Obligations purported to be secured thereby, as amended or otherwise affected hereby.
(e) The parties hereto hereby consent to the incurrence of the Replacement Term B-1 Loans upon the terms and subject to the conditions set forth herein. Upon the First Amendment Effective Date, (i) all conditions and requirements set forth in the Credit Agreement or the other Loan Documents relating to the effectiveness of this Amendment shall be deemed satisfied, (ii) all conditions and requirements set forth in the Credit Agreement or the other Loan Documents relating to the incurrence of the Replacement Term B-1 Loans shall be deemed satisfied and (iii) the incurrence of the Replacement Term B-1 Loans shall be deemed arranged and consummated in accordance with the terms of the Credit Agreement and the other Loan Documents.
Appears in 1 contract
Reference to and Effect on the Loan Documents. (a) On and after the Incremental Amendment DDTL Joinder Number 2 Effective Date, each reference in the Credit Loan Agreement to “hereunder”, “hereof” or words of like import referring to the Credit Loan Agreement, and each reference in the other transaction documents to the “Credit Loan Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Loan Agreement, shall mean and be a reference to the Credit AgreementLoan Agreement as modified by this DDTL Joinder Number 2. In addition, on From and after the Incremental Amendment DDTL Joinder Number 2 Effective Date, this Amendment DDTL Joinder Number 2 shall be a Loan Document under the Credit Loan Agreement.
(b) The Existing Credit Agreement, Loan Agreement and the Collateral other Loan Documents, the Guaranties and each other Loan Document, as specifically amended by this AmendmentDDTL Joinder Number 2, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Collateral Documents and GuarantiesLoan Documents, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties Administrative Agent and the Lenders under the Credit Agreement and the other Loan DocumentsAgreement. Without limiting the generality of the foregoing, the Collateral described in the Loan Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties Borrowers under the Loan Documents, in each case, as amended by this Amendment. After the Incremental Amendment Effective Date and the funding of the Term B-3 Loans, without limiting the generality of the foregoing, the Term B-3 Loans (and all Indebtedness relating thereto) constitute Secured Obligations under the Security AgreementDDTL Joinder Number 2.
(c) The execution, delivery and effectiveness of this Amendment DDTL Joinder Number 2 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
Appears in 1 contract
Samples: Delayed Draw Joinder Agreement (GPAQ Acquisition Holdings, Inc.)