Common use of REPRESENTATIONS AND WARRANTIES OF SUBSIDIARY BORROWERS Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF SUBSIDIARY BORROWERS. Section 9.01. Existence and Power 84 Section 9.02. Corporate Governmental Authorization; No Contravention 84 Section 9.03. Binding Effect 84 Section 10.01. The Guaranty 84 Section 10.02. Guaranty Unconditional 84 Section 10.03. Discharge Only upon Payment in Full; Reinstatement in Certain Circumstances 85 Section 10.04. Waiver by the Company 85 Section 10.05. Subrogation 85 Section 10.06. Stay of Acceleration 85 Section 10.07. Additional Guarantors 86 Section 10.08. Linde GmbH Guarantee 87 Section 10.09. Release of Subsidiary Guarantees 88 Section 11.01. Notices 88 Section 11.02. No Waivers 89 Section 11.03. Expenses; Indemnification 89 Section 11.04. Sharing of Set-offs 90 Section 11.05. Amendments and Waivers 90 Section 11.06. Successors and Assigns 91 Section 11.07. [Reserved] 94 Section 11.08. Governing Law; Submission to Jurisdiction; Waiver of Jury Trial 94 Section 11.09. Integration 94 Section 11.10. Treatment of Certain Information; Confidentiality 95 Section 11.11. Severability 95 Section 11.12. Acknowledgement and Consent to Bail-In of Affected Financial Institutions 96 Section 11.13. Collateral 96 Section 11.14. Judgment Currency 96 Section 11.15. Patriot Act and Beneficial Ownership Regulation Notice 96 Section 11.16. No Advisory or Fiduciary Responsibility 97 Section 11.17. Electronic Execution; Electronic Records, Counterparts. 97 Section 11.18. Certain ERISA Matters 98 Pricing Schedule Commitment Schedule Notices Schedule Exhibit A – Note Exhibit B – Competitive Bid Quote Request Exhibit C – Invitation for Competitive Bid Quotes Exhibit D – Competitive Bid Quote Exhibit E – Election to Participate Exhibit F – Election to Terminate Exhibit G – Opinion of Counsel for a Subsidiary Borrower Exhibit H – Assignment and Assumption Exhibit I – Notice of Committed Borrowing Exhibit J – Additional Guarantor Supplement Exhibit K – Election to Terminate a Subsidiary Guarantee Exhibit L – [Reserved] CREDIT AGREEMENT dated as of December 4, 2024 (this “Agreement”) among Linde plc, a public limited company incorporated under the laws of Ireland with registered number 606357, the Subsidiary Borrowers (as defined herein), certain Subsidiary Guarantors (as defined herein), the Lenders, the Swingline Lenders and Bank of America, N.A., as Administrative Agent. The parties hereto agree as follows:

Appears in 1 contract

Samples: 364 Day Credit Agreement (Linde PLC)

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REPRESENTATIONS AND WARRANTIES OF SUBSIDIARY BORROWERS. Section 9.01. Existence and Power 84 82 Section 9.02. Corporate Governmental Authorization; No Contravention 84 82 Section 9.03. Binding Effect 84 83 Section 10.01. The Guaranty 84 83 Section 10.02. Guaranty Unconditional 84 83 Section 10.03. Discharge Only upon Payment in Full; Reinstatement in Certain Circumstances 85 84 Section 10.04. Waiver by the Company 85 84 Section 10.05. Subrogation 85 84 Section 10.06. Stay of Acceleration 85 84 Section 10.07. Additional Guarantors 86 84 Section 10.08. Linde GmbH Guarantee 87 Section 10.09. Release of Subsidiary Guarantees 88 86 Section 11.01. Notices 88 86 Section 11.02. No Waivers 89 87 Section 11.03. Expenses; Indemnification 89 87 Section 11.04. Sharing of Set-offs 90 88 Section 11.05. Amendments and Waivers 90 88 Section 11.06. Successors and Assigns 91 89 Section 11.07. [Reserved] 94 92 Section 11.08. Governing Law; Submission to Jurisdiction; Waiver of Jury Trial 94 92 Section 11.09. Counterparts; Integration 94 92 Section 11.10. Treatment of Certain Information; Confidentiality 95 92 Section 11.11. Severability 95 93 Section 11.12. Acknowledgement and Consent to Bail-In of Affected EEA Financial Institutions 96 93 Section 11.13. Collateral 96 94 Section 11.14. Judgment Currency 96 94 Section 11.15. Patriot Act and Beneficial Ownership Regulation Notice 96 94 Section 11.16. No Advisory or Fiduciary Responsibility 97 94 Section 11.17. Electronic Execution; Electronic Records, Counterparts. 97 Execution of Assignments and Certain Other Documents 95 Section 11.18. Certain ERISA Matters 98 95 Pricing Schedule Approved LC Currency Schedule Commitment Schedule Notices Schedule Exhibit A – Note Exhibit B – Competitive Bid Quote Request Exhibit C – Invitation for Competitive Bid Quotes Exhibit D – Competitive Bid Quote Exhibit E – Election to Participate Exhibit F – Election to Terminate Exhibit G – Opinion of Counsel for a Subsidiary Borrower Exhibit H – Assignment and Assumption Exhibit I – Notice of Committed Borrowing Extension Agreement Exhibit J – Additional Guarantor Supplement Exhibit K – Election to Terminate a Subsidiary Guarantee Exhibit L – [Reserved] CREDIT AGREEMENT dated as of December 4March 26, 2024 2019 (this “Agreement”) among Linde plc, a public limited company incorporated under the laws of Ireland with registered number 606357602527, the Subsidiary Borrowers (as defined herein), certain Subsidiary Guarantors (as defined herein), the Lenders, the Swingline Lenders, the Issuing Lenders and Bank of America, N.A., as Administrative Agent. The parties hereto agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Linde PLC)

REPRESENTATIONS AND WARRANTIES OF SUBSIDIARY BORROWERS. Section 9.01. Existence and Power 84 88 Section 9.02. Corporate Governmental Authorization; No Contravention 84 89 Section 9.03. Binding Effect 84 89 Section 10.01. The Guaranty 84 89 Section 10.02. Guaranty Unconditional 84 90 Section 10.03. Discharge Only upon Payment in Full; Reinstatement in Certain Circumstances 85 90 Section 10.04. Waiver by the Company 85 90 Section 10.05. Subrogation 85 90 Section 10.06. Stay of Acceleration 85 90 Section 10.07. Additional Guarantors 86 91 Section 10.08. Linde GmbH Guarantee 87 Section 10.09. Release of Subsidiary Guarantees 88 92 Section 11.01. Notices 88 92 Section 11.02. No Waivers 89 93 Section 11.03. Expenses; Indemnification 89 93 Section 11.04. Sharing of Set-offs 90 94 Section 11.05. Amendments and Waivers 90 94 Section 11.06. Successors and Assigns 91 96 Section 11.07. [Reserved] 94 98 Section 11.08. Governing Law; Submission to Jurisdiction; Waiver of Jury Trial 94 98 Section 11.09. Integration 94 99 Section 11.10. Treatment of Certain Information; Confidentiality 95 99 Section 11.11. Severability 95 99 Section 11.12. Acknowledgement and Consent to Bail-In of Affected Financial Institutions 96 100 Section 11.13. Collateral 96 100 Section 11.14. Judgment Currency 96 100 Section 11.15. Patriot Act and Beneficial Ownership Regulation Notice 96 101 Section 11.16. No Advisory or Fiduciary Responsibility 97 101 Section 11.17. Electronic Execution; Electronic Records, Counterparts. 97 Counterparts 101 Section 11.18. Certain ERISA Matters 98 102 Section 11.19. Amendment and Restatement 103 Pricing Schedule Approved LC Currency Schedule Commitment Schedule Notices Schedule Exhibit A – Note Exhibit B – Competitive Bid Quote Request Exhibit C – Invitation for Competitive Bid Quotes Exhibit D – Competitive Bid Quote Exhibit E – Election to Participate Exhibit F – Election to Terminate Exhibit G – Opinion of Counsel for a Subsidiary Borrower Exhibit H – Assignment and Assumption Exhibit I – Notice of Committed Borrowing Extension Agreement Exhibit J – Additional Guarantor Supplement Exhibit K – Election to Terminate a Subsidiary Guarantee Exhibit L – [Reserved] Letter of Credit Report Exhibit M – Form of Successor Borrower Assumption Agreement AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 47, 2024 2022 (this “Agreement”) among Linde plc, a public limited company incorporated under the laws of Ireland with registered number 606357602527, the Subsidiary Borrowers (as defined herein), certain Subsidiary Guarantors (as defined herein), the Lenders, the Swingline Lenders, the Issuing Lenders and Bank of America, N.A., as Administrative Agent. The parties hereto agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Linde PLC)

REPRESENTATIONS AND WARRANTIES OF SUBSIDIARY BORROWERS. Section 9.01. Existence and Power 84 80 Section 9.02. Corporate Governmental Authorization; No Contravention 84 80 Section 9.03. Binding Effect 84 80 Section 10.01. The Guaranty 84 80 Section 10.02. Guaranty Unconditional 84 81 Section 10.03. Discharge Only upon Payment in Full; Reinstatement in Certain Circumstances 85 81 Section 10.04. Waiver by the Company 85 82 Section 10.05. Subrogation 85 82 Section 10.06. Stay of Acceleration 85 82 Section 10.07. Additional Guarantors 86 82 Section 10.08. Linde GmbH Guarantee 87 83 Section 10.09. Release of Subsidiary Guarantees 88 84 Section 11.01. Notices 88 84 Section 11.02. No Waivers 89 85 Section 11.03. Expenses; Indemnification 89 85 Section 11.04. Sharing of Set-offs 90 86 Section 11.05. Amendments and Waivers 90 86 Section 11.06. Successors and Assigns 91 88 Section 11.07. [Reserved] 94 90 Section 11.08. Governing Law; Submission to Jurisdiction; Waiver of Jury Trial 94 90 Section 11.09. Integration 94 90 Section 11.10. Treatment of Certain Information; Confidentiality 95 91 Section 11.11. Severability 95 91 Section 11.12. Acknowledgement and Consent to Bail-In of Affected Financial Institutions 96 92 Section 11.13. Collateral 96 92 Section 11.14. Judgment Currency 96 92 Section 11.15. Patriot Act and Beneficial Ownership Regulation Notice 96 92 Section 11.16. No Advisory or Fiduciary Responsibility 97 93 Section 11.17. Electronic Execution; Electronic Records, Counterparts. 97 93 Section 11.18. Certain ERISA Matters 98 94 Pricing Schedule Commitment Schedule Notices Schedule Exhibit A – Note Exhibit B – Competitive Bid Quote Request Exhibit C – Invitation for Competitive Bid Quotes Exhibit D – Competitive Bid Quote Exhibit E – Election to Participate Exhibit F – Election to Terminate Exhibit G – Opinion of Counsel for a Subsidiary Borrower Exhibit H – Assignment and Assumption Exhibit I – Notice of Committed Borrowing Exhibit J – Additional Guarantor Supplement Exhibit K – Election to Terminate a Subsidiary Guarantee Exhibit L – [Reserved] CREDIT AGREEMENT dated as of December 46, 2024 2023 (this “Agreement”) among Linde plc, a public limited company incorporated under the laws of Ireland with registered number 606357, the Subsidiary Borrowers (as defined herein), certain Subsidiary Guarantors (as defined herein), the Lenders, the Swingline Lenders and Bank of America, N.A., as Administrative Agent. The parties hereto agree as follows:

Appears in 1 contract

Samples: 364 Day Credit Agreement (Linde PLC)

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REPRESENTATIONS AND WARRANTIES OF SUBSIDIARY BORROWERS. Section 9.01. Existence and Power 84 80 Section 9.02. Corporate Governmental Authorization; No Contravention 84 80 Section 9.03. Binding Effect 84 81 Section 10.01. The Guaranty 84 81 Section 10.02. Guaranty Unconditional 84 81 Section 10.03. Discharge Only upon Payment in Full; Reinstatement in Certain Circumstances 85 82 Section 10.04. Waiver by the Company 85 82 Section 10.05. Subrogation 85 82 Section 10.06. Stay of Acceleration 85 82 Section 10.07. Additional Guarantors 86 82 Section 10.08. Linde GmbH Guarantee 87 Section 10.09. Release of Subsidiary Guarantees 88 84 Section 11.01. Notices 88 84 Section 11.02. No Waivers 89 85 Section 11.03. Expenses; Indemnification 89 85 Section 11.04. Sharing of Set-offs 90 86 Section 11.05. Amendments and Waivers 90 86 Section 11.06. Successors and Assigns 91 87 Section 11.07. [Reserved] 94 89 Section 11.08. Governing Law; Submission to Jurisdiction; Waiver of Jury Trial 94 89 Section 11.09. Integration 94 90 Section 11.10. Treatment of Certain Information; Confidentiality 95 90 Section 11.11. Severability 95 91 Section 11.12. Acknowledgement and Consent to Bail-In of Affected Financial Institutions 96 91 Section 11.13. Collateral 96 92 Section 11.14. Judgment Currency 96 92 Section 11.15. Patriot Act and Beneficial Ownership Regulation Notice 96 92 Section 11.16. No Advisory or Fiduciary Responsibility 97 92 Section 11.17. Electronic Execution; Electronic Records, Counterparts. 97 Counterparts 93 Section 11.18. Certain ERISA Matters 98 93 Pricing Schedule Commitment Schedule Notices Schedule Exhibit A – Note Exhibit B – Competitive Bid Quote Request Exhibit C – Invitation for Competitive Bid Quotes Exhibit D – Competitive Bid Quote Exhibit E – Election to Participate Exhibit F – Election to Terminate Exhibit G – Opinion of Counsel for a Subsidiary Borrower Exhibit H – Assignment and Assumption Exhibit I – Notice of Committed Borrowing [Reserved] Exhibit J – Additional Guarantor Supplement Exhibit K – Election to Terminate a Subsidiary Guarantee Exhibit L – [Reserved] Exhibit M – Form of Successor Borrower Assumption Agreement CREDIT AGREEMENT dated as of December 47, 2024 2022 (this “Agreement”) among Linde plc, a public limited company incorporated under the laws of Ireland with registered number 606357602527, the Subsidiary Borrowers (as defined herein), certain Subsidiary Guarantors (as defined herein), the Lenders, the Swingline Lenders and Bank of America, N.A., as Administrative Agent. The parties hereto agree as follows:

Appears in 1 contract

Samples: 364 Day Credit Agreement (Linde PLC)

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