Frontier Airlines 2008 Annual Report Download - page 161

12.19 Reaffirmation of Guaranty and Grant of Security.
(a) Each Guarantor hereby (a) acknowledges that it has reviewed the terms and provisions of this Agreement and consents
to the amendments and modifications effected hereby and (b) agrees and confirms, both before and after giving effect to the
amendment and restatement of the Existing Credit Agreement pursuant to this Agreement, that it is a party to and is bound by the
Guaranty as a guarantor thereunder by virtue of its having been an original signatory thereto and that its guaranty provided for in the
Guaranty is hereby reaffirmed, remains in full force and effect, after giving effect to this Agreement, and constitutes a continuing
guaranty to the Lenders and their respective successors, indorsees, transferees and assigns, for the prompt and complete payment and
performance by the Borrower when due (whether at the stated maturity, by acceleration or otherwise) of the Obligations with the same
effect as if all terms of such guaranty were set forth herein. The Guaranty is and shall continue to be in full force and effect and is
hereby in all respects ratified and confirmed.
(b) Each Loan Party hereby (a) acknowledges that it has reviewed the terms and provisions of this Agreement and consents to the
amendments and modifications effected hereby and (b) agrees and confirms, both before and after giving effect to the amendment and
restatement of the Existing Credit Agreement pursuant to this Agreement, that it is a party to and is bound by Article X of this
Agreement and each Collateral Document as a grantor of the Collateral thereunder by virtue of its having been an original signatory
thereto. Article X of this Agreement and the other Collateral Documents are and shall continue to be in full force and effect and are
hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, Article X of this Agreement, each
Collateral Document and all of the Collateral do and shall continue to secure the payment of all Secured Credit Obligations. Each
Loan Party, each as a grantor under each Collateral Document that such Loan Party is a party to, hereby (x) reaffirms its grant of, and
hereby grants, a security interest in such Collateral to the Collateral Agent, for the ratable benefit of the Secured Parties, as collateral
security for the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or
otherwise) of all the Secured Credit Obligations with the same effect as if all terms of such grant contained in each Collateral
Document were set forth herein, (y) pursuant to any applicable law, authorizes the Collateral Agent to file or record financing
statements and other filing or recording documents or instruments with respect to the Collateral without the signature of such Loan
Party in such form and in such offices as the Collateral Agent determines appropriate to perfect the security interests of the Collateral
Agent and the other Secured Parties and authorizes the Collateral Agent to use the collateral description “all personal property,
whether now owned or hereafter acquired” or any other similar collateral description in any such financing statements and (z) ratifies
and authorizes the filing by the Collateral Agent of any financing statement with respect to the Collateral made prior to the date
hereof.
12.20 Consent of Existing Lenders. Each of the Existing Lenders hereby consents to the amendments and modifications effected
hereby, and to the execution and delivery by the Agents on or prior to the Amendment and Restatement Effective Date, of this (i)
Agreement and (ii) such other Loan Documents as the Administrative Agent deems necessary in connection with funding of the Term
Loans on the Amendment and Restatement Effective Date.
12.21 No Novation. Each of the Agents, the Existing Lenders, the Lenders, Parent, Borrower and each other Loan Party
acknowledges and agrees that: (a) this Agreement supersedes the Existing Credit Agreement and has been executed and delivered in
renewal, amendment, restatement and modification, but not in novation or extinguishment of, the obligations under the Existing Credit
Agreement; (b) all obligations under the Existing Credit Agreement are continued and restated hereunder, as set forth herein and in the
other Loan Documents; and (c) the Liens securing the Existing Credit Agreement have not been terminated and continue in effect, as
security for all of the Obligations and the Secured Credit Obligations.
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Source: REPUBLIC AIRWAYS HOLDINGS INC, 10-K, March 16, 2009 Powered by Morningstar® Document Research℠