Ratification Contract Clauses (1,112)

Ratification. Each of Borrower and Parent (a) ratifies and confirms all provisions of the Loan Documents as amended by this Amendment, (b) ratifies and confirms that all guaranties, assurances, and Liens granted, conveyed, or assigned to Administrative Agent for the benefit of Lenders under the Loan Documents are not released, reduced, or otherwise adversely affected by this Amendment and continue to guarantee, assure, and secure full payment and performance of the present and future obligations of Borrower, ...Parent and each Guarantor under the Credit Agreement and the Loan Documents, and (c) agrees to perform such acts and duly authorize, execute, acknowledge, deliver, file, and record such additional documents, and certificates as Administrative Agent may request in order to create, perfect, preserve, and protect those guaranties, assurances, and Liens. View More

Ratification. Each Borrower hereby restates, ratifies and reaffirms each and every term and condition set forth in each Loan Document to which it is a party, in each case as amended hereby, effective as of the date hereof. 2 DB2/ 39062980.2 8. Representations and Warranties. Each Borrower represents and warrants as follows: (a) Requisite Power and Authorization. Each Borrower has all requisite power to execute and deliver this Amendment. The execution, delivery, and performance by each Borrower of this Amendm...ent have been duly authorized by each Borrower and all necessary action in respect thereof has been taken, and the execution, delivery, and performance thereof do not require any consent or approval of any other Person that has not been obtained. (b) Binding Agreement. This Amendment, when executed and delivered by Borrowers, will constitute, the legal, valid, and binding obligations of Borrowers, enforceable against Borrowers in accordance with its terms, except as the enforceability hereof may be affected by: (a) bankruptcy, insolvency, reorganization, moratorium, or other similar laws affecting the enforcement of creditors' rights generally, and (b) the limitation of certain remedies by certain equitable principles of general applicability. (c) Representations and Warranties. The representations and warranties contained in the Loan Documents are true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representation or warranty already qualified by materiality in the text thereof) on and as of the date of the date hereof as though made on and as of the date hereof, except to the extent that such representations and warranties expressly relate to an earlier date, in which case they are true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representation or warranty already qualified by materiality in the text thereof) as of such earlier date. (d) No Default. Immediately after giving effect to the terms of this Amendment, no event has occurred and is continuing that constitutes an Unmatured Event of Default or Event of Default. View More

Ratification. Other than as set forth herein, the terms of the Credit Agreement and the other Loan Documents shall remain in full force and effect and are ratified and affirmed by the Borrower and each other Loan Party.

Ratification. The Agreement as amended hereby is ratified by each of the parties hereto and shall remain in full force and effect in accordance with its terms as so amended. After the execution of this Amendment by both parties, the term "this Agreement" and the expression "hereunder" and words of similar import when used in or with respect to the Agreement shall mean the Agreement as amended by this Amendment. This Amendment is not a consent to any waiver or modification of any other terms or conditions of t...he Agreement and shall not prejudice any right or rights which the parties thereto may now or hereafter have under or in connection with the Agreement or any of the instruments or documents referred to herein. View More

Ratification. To the extent of any conflict between the Loan Documents and this Agreement, this Agreement shall control. Unless specifically modified hereby, all terms of the Loan Documents shall remain in full force and effect.

Ratification. Except as hereinabove set forth, all terms, covenants and provisions of the Credit Agreement remain unaltered and in full force and effect, and the parties hereto do hereby expressly ratify and confirm the Credit Agreement as modified and amended herein. Without limiting the foregoing, the parties hereto further acknowledge and agree that (i) the undersigned Guarantor ARHC PSWSGMA01, LLC, a Delaware limited liability company ("PSWSGMA01") became a party to the Guaranty, the Indemnity Agreement a...nd the Contribution Agreement pursuant to that certain Joinder Agreement dated as of August 16, 2019 executed by PSWSGMA01 and certain other Guarantors in favor of Agent (the "PSWSGMA01 Joinder Agreement"), and (ii) the PSWSGMA01 Joinder Agreement incorrectly sets forth the name of PSWSGMA01 as "ARHC PSWSDMA01, LLC", and each reference to "ARHC PSWSDMA01, LLC, a Delaware limited liability company" in the Guaranty, the Indemnity Agreement, the Contribution Agreement and the other Loan Documents is hereby deleted in its entirety and replaced with "ARHC PSWSGMA01, LLC, a Delaware limited liability company", and PSWSGMA01 hereby expressly ratifies and confirms the Guaranty, the Indemnity Agreement and the Contribution Agreement and acknowledges and agrees that such documents remain the valid and legally binding obligation of PSWSGMA01, enforceable in accordance with the respective terms and provisions thereof, except as enforceability is limited by bankruptcy, insolvency, reorganization, moratorium or other laws relating to or affecting generally the enforcement of creditors' rights and the effect of general principles of equity. Nothing in this Amendment or any other document delivered in connection herewith shall be deemed or construed to constitute, and there has not otherwise occurred, a novation, cancellation, satisfaction, release, extinguishment or substitution of the indebtedness evidenced by the Notes or the other obligations of Borrower and Guarantors under the Loan Documents. View More

Ratification. Each of Landlord and Tenant hereby ratifies and confirms its obligations under the Lease, and represents and warrants to the other that it has no defenses thereto. Additionally, each of Landlord and Tenant further confirms and ratifies that, as of the date hereof, (1) the Lease is and remains in good standing and in full force and effect, (2) such party has no claims, counterclaims, set-offs or defenses against the other arising out of the Lease or in any way relating thereto or arising out of a...ny other transaction between Landlord and Tenant, and (3) all tenant finish-work allowances provided to Tenant with respect to the Existing Premises, have been paid in full by Landlord to Tenant, and Landlord has no further obligations with respect to funding an allowance with respect to the Existing Premises. View More

Ratification. The terms of the Original Lease, except as expressly modified or excluded hereby, shall remain in full force and effect. All terms and conditions of the Original Lease, except as otherwise provided by this Amendment, shall be fully applicable to the Premises, as modified herein.

Ratification. Except as amended by this Section B, the terms and conditions of the Lease shall remain unaffected. From and after the date hereof, all references to the Lease shall mean the Lease as amended by this Section B. Additionally, Sublandlord confirms and ratifies that, as of the date hereof and to its actual knowledge, (a) the Lease is and remains in good standing and in full force and effect, and (b) it has no claims, counterclaims, set-offs or defenses against Prime Landlord arising out of the Leas...e or the Premises or in any way relating thereto. C. AMENDMENT OF SUBLEASE. D. MISCELLANEOUS. View More

Ratification. The Agreement shall, together with this Amendment and any related documents, instruments and agreements shall hereafter refer to the Agreement, as amended hereby.