Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Facility, this Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility and the Loans evidenced thereby (an “Incremental Facility Amendment”), and any such Incremental Facility Amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of Administrative Agent and Xxxxxxxx, to effectuate the provisions of this Section 2.1.2, and, for the avoidance of doubt, this Section 2.1.2 shall supersede any provisions in Section 15.1. From and after each Incremental Effective Date, the Loans and Commitments established pursuant to this Section 2.1.2 shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Documents. The Loan Parties shall take any actions reasonably required by Administrative Agent to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including compliance with Section 10.9.
Appears in 3 contracts
Samples: Credit Agreement (Moneylion Inc.), Credit Agreement (Moneylion Inc.), Credit Agreement (Moneylion Inc.)
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Facility, this Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment Joinder Agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and Xxxxxxxxthe Borrower, to effectuate the provisions of this Section 2.1.22.24, and, for the avoidance of doubt, this Section 2.1.2 2.24 shall supersede any provisions in Section 15.19.4. From and after each Incremental Effective Date, the Loans and Commitments established pursuant to this Section 2.1.2 2.24 shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Collateral Documents. The Loan Parties Borrower and its Subsidiaries shall take any actions reasonably required by the Administrative Agent to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Collateral Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including including, compliance with Section 10.95.12.
Appears in 2 contracts
Samples: Credit Agreement (Duluth Holdings Inc.), Credit Agreement (Duluth Holdings Inc.)
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental FacilityTerm Loan Commitment, this Agreement shall may be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility Term Loan Commitment and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and Xxxxxxxxthe Borrower, to effectuate the provisions of this Section 2.1.22.01(c), and, for the avoidance of doubt, this Section 2.1.2 2.01(c)(v) shall supersede any provisions in Section 15.19.02. From and after each Incremental Effective Date, the Loans and Term Loan Commitments established pursuant to this Section 2.1.2 2.01(c) shall constitute Loans and Term Loan Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Collateral Documents. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Collateral Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including including, without limitation, compliance with Section 10.95.01(a).
Appears in 2 contracts
Samples: Second Lien Credit Agreement (RTI Surgical Holdings, Inc.), Second Lien Credit Agreement (RTI Surgical Holdings, Inc.)
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Facility, this Agreement shall may be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Credit Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and Xxxxxxxxthe Borrower, to effectuate the provisions of this Section 2.1.22.01(c), and, for the avoidance of doubt, this Section 2.1.2 2.01(c)(v) shall supersede any provisions in Section 15.113.01. From and after each Incremental Effective Date, the Loans and Commitments established pursuant to this Section 2.1.2 2.01(c) shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Credit Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Security Documents, unless the Borrowers and the Lenders in respect of any such Incremental Term Loans elect lesser sharing of guarantees or Collateral. The Loan Credit Parties shall take any actions reasonably required by Administrative Agent the Agents to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Security Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including compliance with Section 10.9.
Appears in 1 contract
Samples: Credit Agreement
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Facility, this Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility and the Loans evidenced thereby (an “Incremental Facility Amendment”), and any such Incremental Facility Amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of Administrative Agent and XxxxxxxxBorrower, to effectuate the provisions of this Section 2.1.2, and, for the avoidance of doubt, this Section 2.1.2 shall supersede any provisions in Section 15.1. From and after each Incremental Effective Date, the Loans and Commitments established pursuant to this Section 2.1.2 shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Documents. The Loan Parties shall take any actions reasonably required by Administrative Agent to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including compliance with Section 10.9.
Appears in 1 contract
Samples: Credit Agreement (Moneylion Inc.)
Required Amendments. The Agent shall promptly notify each Lender as to the effectiveness of each Incremental Assumption Agreement. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental FacilityAssumption Agreement, this Agreement shall be deemed amended to the extent (but only to the extent) necessary to reflect the existence and terms of such the Incremental Facility and the Revolving Commitments and/or Incremental Revolving Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of Administrative Agent and XxxxxxxxBorrowers, to effectuate the provisions of this Section 2.1.21.1(c), and, for the avoidance of doubt, this Section 2.1.2 1.1(c) shall supersede any provisions in Section 15.19.1. From and after each Incremental Effective Date, the Loans and Incremental Revolving Commitments established pursuant to this Section 2.1.2 1.1(c) shall constitute Loans and Revolving Loan Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees guaranties and security interests created by the applicable Loan Collateral Documents. The Loan Credit Parties shall take any actions reasonably required by Administrative Agent to ensure and/or or demonstrate that the Liens and security interests granted by the applicable Loan Collateral Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Incremental Revolving Commitments, including including, without limitation, compliance with Section 10.94.13(b).
Appears in 1 contract
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Facility, this Agreement shall may be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Credit Documents as may be necessary or appropriate, in the reasonable opinion of Administrative the Agent and Xxxxxxxxthe Borrower, to effectuate the provisions of this Section 2.1.22.01(f), and, for the avoidance of doubt, this Section 2.1.2 2.01(f) shall supersede any provisions in Section 15.112.01. From and after each Incremental Effective Date, the Loans and Commitments established pursuant to this Section 2.1.2 2.01(f) shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Credit Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Security Documents. The Loan Credit Parties shall take any actions reasonably required by Administrative the Agent to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Security Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including including, without limitation, compliance with Section 10.98.01(c).
Appears in 1 contract
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Facility, this Agreement shall may be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Credit Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and XxxxxxxxBorrower, to effectuate the provisions of this Section 2.1.22.01(c), and, for the avoidance of doubt, this Section 2.1.2 2.01(c)(vi) shall supersede any provisions in Section 15.113.01. From and after each Incremental Effective Date, the Loans and Commitments established pursuant to this Section 2.1.2 2.01(c) shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Credit Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Security Documents. The Loan Credit Parties shall take any actions reasonably required by Administrative Agent the Agents to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Security Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including compliance with Section 10.9.
Appears in 1 contract
Samples: Credit Agreement
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Facility, this Agreement shall may be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Credit Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and Xxxxxxxxthe Administrative Borrower, to effectuate the provisions of this Section 2.1.22.01(c), and, for the avoidance of doubt, this Section 2.1.2 2.01(c)(vi) shall supersede any provisions in Section 15.113.01. From and after each Incremental Effective Date, the Loans and Commitments established pursuant to this Section 2.1.2 2.01(c) shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Credit Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Security Documents. The Loan Credit Parties shall take any actions reasonably required by Administrative Agent the Agents to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Security Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including compliance with Section 10.9.
Appears in 1 contract
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Facility, this Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of Administrative Agent and Xxxxxxxx, the Company to effectuate the provisions of this Section 2.1.22.16(e) (including an update to Schedule 2.01 to reflect any new Incremental Facility), and, for without the avoidance consent of doubt, this Section 2.1.2 shall supersede any provisions in Section 15.1Lenders. From and after each Incremental Effective Date, the Loans and Commitments established pursuant to this Section 2.1.2 2.16 shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Collateral Documents. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Collateral Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including compliance with Section 10.9.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Focus Financial Partners Inc.)
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Facility, this Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of Administrative Agent Agents and XxxxxxxxBorrowers, to effectuate the provisions of this Section 2.1.21.1(e), and, for the avoidance of doubt, this Section 2.1.2 the foregoing shall supersede any provisions in Section 15.19.1 to the contrary. From and after each Incremental Effective Date, the Loans and Commitments established pursuant to this Section 2.1.2 1.1(e) shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Collateral Documents. The Loan Credit Parties shall take any actions reasonably required by Administrative Agent to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Collateral Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including compliance with Section 10.9.
Appears in 1 contract
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Facility, this Agreement shall may be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Credit Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and Xxxxxxxxthe Borrower, to effectuate the provisions of this Section 2.1.22.01(d), and, for the avoidance of doubt, this Section 2.1.2 2.01(d)(v) shall supersede any provisions in Section 15.113.01. From and after each Incremental Effective Date, the Loans and Commitments established pursuant to this Section 2.1.2 2.01(d) shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Credit Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Security Documents, unless the Borrower and the Lenders in respect of any such Incremental Term Loans elect lesser sharing of guarantees or Collateral. The Loan Credit Parties shall take any actions reasonably required by Administrative Agent the Agents to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Security Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including compliance with Section 10.9.
Appears in 1 contract
Samples: Credit Agreement
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Facility, this Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of Administrative Agent Agent, any Lender providing such Incremental Facility, and XxxxxxxxBorrowers, to effectuate the provisions of this Section 2.1.2, and, for the avoidance of doubt, this Section 2.1.2 shall supersede any provisions in Section 15.11.1(e). From and after each Incremental Effective Date, the Loans and Commitments established pursuant to this Section 2.1.2 1.1(e) shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Collateral Documents. The Loan Credit Parties shall take any actions reasonably required by Administrative Agent to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Collateral Documents continue to the extent required by the Collateral Documents to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including including, without limitation, compliance with Section 10.94.13(c).
Appears in 1 contract
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental FacilityBorrower Revolver Increase, this Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility Borrower Revolver Increase and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of Administrative Agent Agents and XxxxxxxxBorrowers, to effectuate the provisions of this Section 2.1.21.18, and, for the avoidance of doubt, this Section 2.1.2 1.18 shall supersede any provisions in Section 15.111.2. From and after each Incremental Effective Datethe Borrower Revolver Increase, the Loans and Commitments established pursuant to this Section 2.1.2 1.18 shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Collateral Documents. The Loan Credit Parties shall take any actions reasonably required by Administrative Agent to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Collateral Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including including, without limitation, compliance with Section 10.95.10.
Appears in 1 contract
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Facility, this Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of Administrative Agent Agents and XxxxxxxxBorrowers, to effectuate the provisions of this Section 2.1.21.1(c), and, for the avoidance of doubt, this Section 2.1.2 1.1(c) shall supersede any provisions in Section 15.19.1. From and after each Incremental Effective Date, the Loans and Revolving Loan Commitments established pursuant to this Section 2.1.2 1.1(c) shall constitute Loans and Revolving Loan Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the applicable Loan Collateral Documents. The Loan Credit Parties shall take any actions reasonably required by Administrative Agent to ensure and/or demonstrate that the Liens and security interests granted by the applicable Loan Collateral Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Revolving Loan Commitments, including including, without limitation, compliance with Section 10.94.13(c).
Appears in 1 contract
Required Amendments. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental FacilityTerm Loan, this Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence of such Incremental Facility Term Loan and the Loans evidenced thereby (an “Incremental Facility Amendment”)thereby, and any such Incremental Facility Amendment joinder agreement or amendment may without the consent of the other Lenders effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of Administrative Agent and XxxxxxxxBorrowers, to effectuate the provisions of this Section 2.1.21.1(f), and, for the avoidance of doubt, this Section 2.1.2 1.1(f) shall supersede any provisions in Section 15.19.1. From and after each Incremental Effective Date, the Loans and Commitments established pursuant to this Section 2.1.2 1.1(f) shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees guaranties and security interests created by the applicable Loan Collateral Documents. The Loan Credit Parties shall take any actions reasonably required by Administrative Agent to ensure and/or or demonstrate that the Liens and security interests granted by the applicable Loan Collateral Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Loans and Commitments, including including, without limitation, compliance with Section 10.94.13(c).
Appears in 1 contract