Agreements of the Borrower. The Borrower hereby agrees that the Assignee shall be a Lender under the Credit Agreement [having a Term Loan Exposure equal to the Assigned Exposure]. The Borrower agrees that the Assignee shall have all of the rights and remedies of a Lender under the Credit Agreement and the other Loan Documents as if the Assignee were an original Lender under and signatory to the Credit Agreement, including, but not limited to, the right of a Lender to receive payments of principal and interest with respect to the Assigned Obligations, if any, and to the Loans made by the Lenders after the date hereof and to receive the fees payable to the Lenders as provided in the Credit Agreement. Further, the Assignee shall be entitled to the benefit of the indemnification provisions from the Borrower in favor of the Lenders as provided in the Credit Agreement and the other Loan Documents. The Borrower further agrees, upon the execution and delivery of this Agreement, to execute in favor of the Assignee a Note in an initial amount equal to the Assigned Commitment. Further, the Borrower agrees that, upon the execution and delivery of this Agreement, the Borrower shall owe the Assigned Obligations to the Assignee as if the Assignee were the Lender originally making such Loans and entering into such other obligations.
Agreements of the Borrower. The Borrower hereby agrees that the Assignee shall be a Lender under the Credit Agreement having a Commitment equal to the
Agreements of the Borrower. Patronage Refunds. 13 Section 9.2. Security and Collateral 13 Section 9.3. Subrogation 14 Section 9.4. Use of Proceeds 14 Section 9.5. Compliance with Covenants in Other Agreements 14
Agreements of the Borrower. The Borrower (a) will, upon request of the Administrative Agent, execute such financing statements and other documents (and pay the cost of filing or recording the same in all public offices reasonably deemed appropriate by the Administrative Agent) and do such other acts and things, as the Administrative Agent may reasonably request in connection with the perfection and enforcement of the security interest granted hereunder; (b) will cause the Administrative Agent’s security interest in Investment Property to be and remain continuously perfected by Control (free of all other liens, claims and rights of third parties whatsoever, other than Permitted Liens) to secure the payment of the Liabilities; (c) will keep its records concerning the Collateral in such a manner as will enable the Administrative Agent or its designees to determine at any time the status of the Collateral; (d) will furnish the Administrative Agent such information concerning the Borrower, the Collateral and the Securities Intermediary as the Administrative Agent may from time to time reasonably request; (e) will, upon request of the Administrative Agent, stamp on its records concerning the Collateral, and add on all Chattel Paper constituting a portion of the Collateral, a notation, in form satisfactory to the Administrative Agent, of the security interest of the Administrative Agent hereunder; and (f) will reimburse the Administrative Agent for all expenses, including reasonable attorneys’ fees and legal expenses, incurred by the Administrative Agent in seeking to collect or enforce any rights in respect of the Collateral. Any reasonable expenses incurred by the Administrative Agent in protecting, preserving and maintaining any Collateral shall be borne by the Borrower. Whenever a Default shall be existing, the Borrower shall at the request of the Administrative Agent do any and all lawful acts and execute any and all proper documents required by the Administrative Agent in aid of such enforcement and the Borrower shall promptly, upon demand, reimburse and indemnify the Administrative Agent for all reasonable costs and expenses incurred by the Administrative Agent in the exercise of its rights under this Section 4. Notwithstanding the foregoing, the Administrative Agent shall have no obligations or liabilities regarding any of the Collateral by reason of, or arising out of, this Agreement.
Agreements of the Borrower. In consideration of the foregoing waiver, the Borrower agrees with the Administrative Agent and the Lenders as follows:
Agreements of the Borrower. (a) The terms of the Pipeline Transactions will be consistent in all respects material to the Borrower and the other Loan Parties and to the Lenders with those set forth in the P&T Contracts in the forms delivered to the Agent and the Lenders prior to the date hereof.
(b) The Borrower will, and will cause each Subsidiary Loan Party to, execute any and all further documents, financing statements, agreements and instruments, and take all such further actions (including the filing and recording of financing statements, fixture filings, mortgages, deeds of trust and other documents), that may be required under any applicable law, or that the Agent or the Required Lenders may reasonably request, to create and perfect the Liens created by the Guarantee and Collateral Agreement, as amended hereby, in the Unit Consideration and the Contract Rights and otherwise to ensure that the Guarantee and Collateral Requirement shall at all times be satisfied.
(c) At the time the Net Cash Proceeds of the Pipeline Transactions are received, the Borrower will prepay the Loans of the Lenders that have not declined such prepayment in accordance with Section 2.12 of the Credit Agreement.
(d) The Borrower agrees that it shall not modify, vary, amend or waive any provision of any P&T Contract (including any future Subordination Agreement referred to in the Mortgage and Deed of Trust) without the prior written consent of the Agent if such modification, variance, amendment or waiver would materially increase the obligations of the Borrower, Alon USA, LP or any other Subsidiary or confer additional material rights to Xxxxx or HEP Logistics Holdings, L.P. in a manner adverse to the Borrower, Alon USA, LP, any other Subsidiary or the Lenders without the prior written consent of the Administrative Agent.
Agreements of the Borrower. The Borrower hereby covenants and agrees as follows:
(a) During the period from the date hereof through June 30, 2003, the Borrower will not, and will not permit any of its subsidiaries to, make any Restricted Payment (including any Restricted Payment that would otherwise be permitted under clauses (i) through (iv) of Section 6.08(a) of the Credit Agreement), loan or advance to, or repay any loan or advance from, any Affiliate (other than the Borrower or a subsidiary of the Borrower).
(b) During the period from the date hereof through June 30, 2003, the Borrower or any subsidiary of the Borrower shall make any payment or prepayment in respect of the principal of any Indebtedness for borrowed money, other than any rental payment under any capital or operating lease, if and only if it shall simultaneously prepay a proportionate amount of the outstanding Tranche A Loans and Tranche B Loans.
(c) The Borrower will deliver to the Agent and the Lenders as promptly as practicable and in any event by May 15, 2003, a business plan in reasonable detail and a report on the progress made toward the formulation of a restructuring plan acceptable to the Borrower and the principal shareholders of the Parent. Each covenant and agreement set forth in this Section 4 shall be deemed for all purposes of the Credit Agreement to be a covenant contained in Article VI of the Credit Agreement (it being understood that no grace period shall apply in the event of any noncompliance by the Borrower and its subsidiaries with the covenants set forth in this Section 4).
Agreements of the Borrower. (a) The Borrower hereby agrees -------------------------- that, prior to the Waiver Termination Date, the Borrower shall not prepay any loan outstanding under the Borden Facility.
(b) The Borrower further agrees that, pxxxx xo the Waiver Termination Date, no less than 5 Business Days before making any payment or other distribution (whether in cash, securities or other property) in respect of principal of or interest on the Subordinated Notes, the Borrower shall provide written notice to the Administrative Agent of its intention to make such payment or other distribution.
(c) The Borrower further agrees that, prior to the Waiver Termination Date, no later than 5:00 p.m. on each Monday, the Borrower shall furnish to the Administrative Agent a certificate (a "Liquidity Certificate") signed by the chief financial officer of the Borrower certifying (i) the amount of cash held by the Borrower in its domestic bank accounts at the close of business on each day during the preceding calendar week, (ii) that such cash was not subject to any Lien or right of setoff other than the Lien created pursuant to the Security Agreement, together with any supporting documentation reasonably requested by the Administrative Agent and (iii) the projected amount of cash the Borrower reasonably expects to hold in its domestic bank accounts at the close of business on the last day of such calendar week and on the last day of each of the following five calendar weeks (such amount, for each such day, a "Projected Cash Amount").
Agreements of the Borrower. (a) The Borrower hereby covenants and agrees that prior to the Termination Date, and at any time thereafter when a Default shall have occurred and be continuing, it will not, and will not permit any of its Restricted Subsidiaries to:
(i) make, or incur any obligation (contingent or otherwise) to make, any Restricted Payment in reliance on clause (d), (e) or (f) of Section 6.03 of the Credit Agreement; provided that the Borrower may pay the cash dividend declared by its Board of Directors on September 24, 2008, in an aggregate amount not to exceed $2,600,000; or
(ii) purchase or acquire (including pursuant to any merger with any Person that was not a wholly owned Subsidiary prior to such merger) any capital stock, evidence of indebtedness or other securities (including any option, warrant or other right to acquire any of the foregoing) of, or make any investment or acquire any other interest in, any other Person, or purchase or otherwise acquire (in one transaction or a series of transactions) any assets of any other Person constituting a business unit, division, product line or line of business, in each case in reliance on clause (j), (k) or (l) of Section 6.09 of the Credit Agreement; provided that the Borrower may make such Investments that would otherwise not be permitted pursuant to this clause (ii) in an aggregate amount not to exceed $6,000,000.
(b) The Borrower will at all times (i) cause each Material Subsidiary to be a party to the Security Agreement (as defined in Section 8) and (ii) execute all documents, financing statements and instruments, and take all actions (including the filing and recording of financing statements and other documents) that may be required under any applicable law or that the Administrative Agent or the Required Lenders may reasonably request to carry out the terms of the Security Agreement and to ensure perfection and priority of Liens created or to be created by the Security Agreement, all at the expense of the Borrower. The Borrower agrees to provide the Administrative Agent, from time to time, evidence reasonably satisfactory to the Administrative Agent as to the perfection and priority of the Liens created or intended to be created by the Security Agreement.
(c) The agreements set forth in Section 5 (a) and Section 5(b) shall for all purposes of the Credit Agreement each be deemed to be covenants set forth in Article VI and Article V thereof, respectively.
Agreements of the Borrower. The Borrower hereby agrees that from the date hereof until such date as Alamosa Delaware shall have complied with the provisions of Section 5.16 of the Credit Agreement, as amended by this Amendment, it shall not effect any Borrowing or deliver any Borrowing Request under the Credit Agreement and any Borrowing Request delivered during such period shall be ineffective.
