Acquisition Facility. Subject to the terms and conditions set forth herein, each Lender severally agrees to make loans (each such loan, an "Acquisition Loan") to the Borrowers from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Acquisition Commitment; provided, however, that after giving effect to any Borrowing of an Acquisition Loan, (i) the Total Acquisition Outstandings shall not exceed the Total Acquisition Commitment as in effect on such date, and (ii) the aggregate Outstanding Amount of the Acquisition Loans of any Lender shall not exceed such Lender's Acquisition Commitment. Within the limits of each Lender's Acquisition Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2(b), prepay under Section 2.04, and reborrow under this Section 2(b). Acquisition Loans may be Base Rate Loans. Cost of Funds Rate Loans or Eurodollar Rate Loans, as further provided herein. Acquisition Loans shall only be requested by the Borrowers, and the proceeds thereof shall only be used by the Borrowers, to fund all or any portion of a Permitted Acquisition.
Acquisition Facility. (i) Subject to the terms and conditions hereof, each Acquisition Lender agrees to make available from time to time until the Commitment Termination Date (Acquisition Loan) its Pro Rata Share of advances (each, an "ACQUISITION LOAN ADVANCE"). The Pro Rata Share of the Acquisition Loan of any Acquisition Lender shall not at any time exceed its separate Acquisition Loan Commitment. The obligations of each Acquisition Lender hereunder shall be several and not joint. The aggregate amount of Acquisition Loan Advances outstanding shall not exceed at any time the Maximum Amount (Acquisition Loan). Until the Commitment Termination Date (Acquisition Loan), Borrowers may from time to time borrow under this SECTION 1.1(E); PROVIDED THAT, monies borrowed pursuant to this SECTION 1.1(E), once repaid, may not be reborrowed. Each Acquisition Loan Advance shall be made on notice by Borrower Representative on behalf of Borrowers to the representative of Administrative Agent identified on SCHEDULE 1.1 at the address specified thereon. Those notices must be given no later than 11:00 a.m. (New York time) on the date which is five (5) Business Days prior to the proposed Acquisition Loan Advance. Each such notice (a "NOTICE OF ACQUISITION LOAN ADVANCE") must be given in writing (by telecopy or overnight courier) substantially in the form of EXHIBIT 1.1(E)(I), and shall include the information required in such Exhibit and such other information as may be required by Administrative Agent. The Administrative Agent shall provide prompt notice thereof to the Revolver Agent and the Lenders.
(ii) Borrowers shall execute and deliver to each Acquisition Lender a note to evidence the Acquisition Loan Commitment of that Acquisition Lender. Each note shall be in the principal amount of the Acquisition Loan Commitment of the applicable Acquisition Lender, dated the Closing Date and substantially in the form of EXHIBIT 1.1(E)(II) (each an "ACQUISITION LOAN NOTE" and, collectively, the "ACQUISITION LOAN NOTES"). Each Acquisition Loan Note shall represent the obligation of Borrowers to pay the amount of each Acquisition Lender's Acquisition Loan Commitment or, if less, the applicable Acquisition Lender's Pro Rata Share of the aggregate unpaid principal amount of all Acquisition Loan Advances to Borrowers together with interest thereon as prescribed in SECTION 1.5
(iii) Borrowers shall pay the principal amount of the each Acquisition Loan in equal consecutive quarterly installments determined by...
Acquisition Facility. Subject to the terms of this Agreement, DFS agrees, -------------------- for so long as no Default exists, to provide Borrower with acquisition financing for the purposes described herein (each advance being an 'Acquisition Loan'), up ----------------- to an aggregate unpaid principal amount not to exceed at any time Ten Million Dollars ($10,000,000), on and subject to the following terms and conditions (the 'Acquisition Facility'), subject in all events to the terms of Section 3.1(b) ---------------------- -------------- hereof; provided, however, that in no event shall the maximum principal amount ------ -------- ------- outstanding under the Acquisition Facility and the Working Capital Loans exceed in the aggregate, at any time, Sixty Million Dollars ($60,000,000):
(a) An Acquisition Loan may be made to satisfy Borrower's working capital needs to the extent they exceed the formula-determined Borrowing Base in connection with the acquisition of the stock or assets of another corporation;
(b) Each Acquisition Loan shall be due and payable one-hundred eighty (180) days after the date thereof; provided, DFS shall have the option, exercisable in its sole discretion, to grant Borrower one (1) or more thirty (30) day extensions of any such Acquisition Loan;
(c) no Guaranty shall be in default and each shall be in full force and effect at the time any Acquisition Loan is requested;
(d) Borrower will pay DFS finance charges on the principal amount of any Acquisition Loan outstanding at the end of each day at a rate that is one-half of one percent (.50%) per annum above the Prime Rate; and
(e) except as provided to the contrary in clauses (a) through (d) above, each Acquisition Loan pursuant to this Section 3.4 shall be subject to all other terms and conditions of this Agreement. As a precondition to any such Acquisition Loan, Borrower shall have signed and sent to DFS, a request, setting forth in writing the amount of the proposed Acquisition Loan along with a copy of the underlying acquisition agreement and all related exhibits, schedules and agreements pursuant to which such acquisition is to be consummated. Notwithstanding anything else herein and unless otherwise agreed to in writing by DFS, the total outstanding principal amount of all Loans under this Agreement shall not at any time exceed the Total Credit Limit."
4. The address for DFS set forth in Section 13.8 shall be hereby amended to read in its entirety as follows: "Deutsche Financial Services Corpor...
Acquisition Facility. No Interim Advances shall be made unless and until the Acquisition Facility has been drawn down in full.
Acquisition Facility. The Bank shall make available to the Borrower, commencing on the Closing Date, an Acquisition Facility in the maximum principal amount of $15,000,000 (the "Acquisition Loan Commitment"), upon the terms and conditions set forth herein.
Acquisition Facility. Upon the satisfaction of the conditions precedent set forth in Sections 4.1 and 4.2, from and including the date of this Agreement and prior to December 31, 1999, each Lender severally and not jointly agrees, on the terms and conditions set forth in this Agreement, to make revolving loans, in Dollars only, to the applicable Borrower from time to time in an amount not to exceed such Lender's Acquisition Facility Commitment (each individually, an "'ACQUISITION FACILITY LOAN" and collectively, the "ACQUISITION FACILITY LOANS"). Each Advance under this Section 2.2A shall consist of Acquisition Facility Loans made by each Lender ratably in proportion to such Lender's respective Tranche A Pro
Acquisition Facility. 12 2.4 Interest............................................ 14 2.5 Conversion and Continuation of Loans................ 16 2.6 Special Provisions Applicable to Adjusted LIBO Rate Loans........................... 17 2.7
Acquisition Facility. (a) On the terms and conditions hereinafter set forth, one or more of the BTMU Conduits and each other Conduit may, in their respective sole discretion, ratably in accordance with the Conduit Limit of their respective Groups, fund, pursuant to Section 2.02(a) or (c) below, an initial acquisition from the Transferor of Receivable Assets or a Capital Payment and, if and to the extent the BTMU Conduits or any other Conduit does not fund such acquisition or Capital Payment, the Related Banks for such Conduit(s) shall, ratably in accordance with their respective Committed Acquisition Limits, fund such acquisition or Capital Payment pursuant to the terms hereof from time to time during the period from the date hereof to the Program Amortization Date. Under no circumstances shall the Conduits fund any such acquisition or Capital Payment, or the Banks be obligated to fund any such acquisition or Capital Payment, if after giving effect thereto the Total Investment would exceed the Total Investment Limit. In exchange for payment of consideration funded by the Co-Acquirers as hereinafter provided, the Transferor shall transfer and assign to the Program Agent, for the benefit of the Co-Acquirers, without recourse except as specifically provided herein, all its right, title and interest in, to and under, the Receivable Assets.
(b) The Transferor may, at any time upon at least 30 days’ prior written notice to Program Agent and each Investor Agent, (i) upon the next succeeding Settlement Date, terminate the facility provided for in this Agreement in whole, and (ii) reduce in whole or in part the unused portion of the Facility Limit, provided that, (x) each partial reduction shall be in the amount of at least $10,000,000 or an integral multiple thereof and (y) such reduction shall be allocated pro rata among the Committed Acquisition Limits of each of the Banks.
Acquisition Facility rights reserved to or vested in any municipality, governmental, statutory or other public authority to control or regulate the Borrower's Properties in any manner, and all applicable laws, rules and orders from any Governmental Authority; PROVIDED, HOWEVER, that the definition of the term "Excepted Liens" does not include Liens of any kind or character which are prior by perfection to the Liens on the Mortgaged Property under the Security Documents, or which may, by operation of law, become prior to such Liens under the Security Documents.
Acquisition Facility. A Group One Acquisition Facility or a Group Two Acquisition Facility, as the context permits.
