Assignments and Reallocation of Commitments and Loans. The Lenders have agreed among themselves, in consultation with the Borrower, to reallocate their respective Maximum Credit Amounts and Commitments and to, among other things, allow BMO Xxxxxx Financing, Inc. and Citibank, N.A. to become parties to the Credit Agreement as Lenders, (the “New Lenders”) by acquiring an interest in the total Maximum Credit Amounts and Commitments. The Administrative Agent and the Borrower hereby consent to such reallocation and the New Lenders' acquisition of an interest in the Maximum Credit Amounts and Commitments. On the Second Amendment Effective Date (as defined below) and after giving effect to such reallocations, (a) the Maximum Credit Amounts and Commitment of each Lender shall be as set forth on Annex I of this Second Amendment, which Annex I supersedes and replaces Annex I to the Credit Agreement (and Annex I to the Credit Agreement is hereby amended and restated in its entirety to read as set forth on Annex I attached hereto) and (b) each New Lender is hereby added as a Lender with the Maximum Credit Amount specified for it in the attached Annex I, and the New Lenders shall become parties to the Credit Agreement as “Lenders” and have all of the rights and obligations of a Lender under the Credit Agreement, as amended by this Second Amendment, and the other Loan Documents. With respect to such reallocation, each New Lender and each other Lender shall be deemed to have acquired the Maximum Credit Amount and Commitment allocated to it from each of the other Lenders pursuant to the terms of the Assignment and Assumption attached as Exhibit D to the Credit Agreement as if the New Lenders and the other Lenders had executed an Assignment and Assumption with respect to such allocation. On the Second Amendment Effective Date, the Administrative Agent shall take the actions specified in Section 12.04(b)(v), including recording the assignments described herein in the Register, and such assignments shall be effective for purposes of the Credit Agreement.
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Assignments and Reallocation of Commitments and Loans. The Lenders have agreed among themselvesEach Lender party to the Credit Agreement immediately prior to the Fifth Amendment Effective Date (as defined in Section 4 of this Fifth Amendment) (the “Existing Lenders”) has, in consultation with the Borrower, agreed to reallocate their its respective Maximum Credit Amounts Amount and Commitments Commitment and to, among other things, allow BMO Xxxxxx FinancingFifth Third Bank, Inc. and Citibank, N.A. the “New Lender “) to become parties a party to the Credit Agreement as Lenders, (the “New Lenders”) a Lender by acquiring an interest in the total Maximum Credit Amounts and Commitments. The Administrative Agent and the Borrower hereby consent to such reallocation and the New Lenders' Lender’s acquisition of an interest in the Maximum Credit Amounts and CommitmentsCommitments and each Existing Lender’s assignment of its Maximum Credit Amount and Commitment to the extent effected by the reallocation contemplated hereby. On the Second Fifth Amendment Effective Date (as defined below) and after giving effect to such reallocations, (a) the Maximum Credit Amounts and Commitment of each Lender (including the New Lender) shall be as set forth on Annex I of this Second Fifth Amendment, which Annex I supersedes and replaces Annex I to the Credit Agreement (and Annex I to the Credit Agreement is hereby amended and restated in its entirety to read as set forth on Annex I attached hereto) and (b) each the New Lender is hereby added as a Lender with the Maximum Credit Amount specified for it in the attached Annex I, and the New Lenders shall become parties a party to the Credit Agreement Agreement, as amended by this Fifth Amendment, as a “LendersLender” and have all of the rights and obligations of a Lender under the Credit Agreement, as amended by this Second Fifth Amendment, and the other Loan Documents. With respect to such reallocation, each Lender (including the New Lender and each other Lender Lender) shall be deemed to have acquired the Maximum Credit Amount and Commitment allocated to it from each of the other Lenders pursuant to the terms of the an Assignment and Assumption attached as Exhibit D to Assumption, and on the Credit Agreement as if Fifth Amendment Effective Date, the New Lenders Lender and the other Lenders had executed shall be deemed to have entered into an Assignment and Assumption with respect pursuant to which (i) the New Lender shall be the “Assignee”, (ii) the other Lenders shall be the “Assignor” and (iii) the term “Effective Date” shall be the “Fifth Amendment Effective Date” as defined herein. Notwithstanding Section 12.04(b)(ii)(C), the Lenders deemed to be parties to such allocationAssignment and Assumption shall not be required to pay a processing and recordation fee of $3,500 to the Administrative Agent. On the Second Fifth Amendment Effective Date, the Administrative Agent shall take the actions specified in Section 12.04(b)(v), including recording the assignments described herein in the Register, and such assignments shall be effective for purposes of the Credit Agreement. If on the Fifth Amendment Effective Date, any Eurodollar Loans have been funded, then the Borrower shall be obligated to pay any breakage fees or costs that are payable pursuant to Section 5.02, in connection with the reallocation of such outstanding Eurodollar Loans to effectuate the provisions of this paragraph.
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Assignments and Reallocation of Commitments and Loans. The Lenders have agreed among themselvesEach Lender party to the Credit Agreement immediately prior to the Fifth Amendment Effective Date (as defined in Section 4 of this Fifth Amendment) (the “Existing Lenders”) has, in consultation with the Borrower, agreed to reallocate their its respective Maximum Credit Amounts Amount and Commitments Commitment and to, among other things, allow BMO Xxxxxx FinancingFifth Third Bank, Inc. and Citibank, N.A. the “New Lender“) to become parties a party to the Credit Agreement as Lenders, (the “New Lenders”) a Lender by acquiring an interest in the total Maximum Credit Amounts and Commitments. The Administrative Agent and the Borrower hereby consent to such reallocation and the New Lenders' Lender’s acquisition of an interest in the Maximum Credit Amounts and CommitmentsCommitments and each Existing Lender’s assignment of its Maximum Credit Amount and Commitment to the extent effected by the reallocation contemplated hereby. On the Second Fifth Amendment Effective Date (as defined below) and after giving effect to such reallocations, (a) the Maximum Credit Amounts and Commitment of each Lender (including the New Lender) shall be as set forth on Annex I of this Second Fifth Amendment, which Annex I supersedes and replaces Annex I to the Credit Agreement (and Annex I to the Credit Agreement is hereby amended and restated in its entirety to read as set forth on Annex I attached hereto) and (b) each the New Lender is hereby added as a Lender with the Maximum Credit Amount specified for it in the attached Annex I, and the New Lenders shall become parties a party to the Credit Agreement Agreement, as amended by this Fifth Amendment, as a “LendersLender” and have all of the rights and obligations of a Lender under the Credit Agreement, as amended by this Second Fifth Amendment, and the other Loan Documents. With respect to such reallocation, each Lender (including the New Lender and each other Lender Lender) shall be deemed to have acquired the Maximum Credit Amount and Commitment allocated to it from each of the other Lenders pursuant to the terms of the an Assignment and Assumption attached as Exhibit D to Assumption, and on the Credit Agreement as if Fifth Amendment Effective Date, the New Lenders Lender and the other Lenders had executed shall be deemed to have entered into an Assignment and Assumption with respect pursuant to which (i) the New Lender shall be the “Assignee”, (ii) the other Lenders shall be the “Assignor” and (iii) the term “Effective Date” shall be the “Fifth Amendment Effective Date” as defined herein. Notwithstanding Section 12.04(b)(ii)(C), the Lenders deemed to be parties to such allocationAssignment and Assumption shall not be required to pay a processing and recordation fee of $3,500 to the Administrative Agent. On the Second Fifth Amendment Effective Date, the Administrative Agent shall take the actions specified in Section 12.04(b)(v), including recording the assignments described herein in the Register, and such assignments shall be effective for purposes of the Credit Agreement. If on the Fifth Amendment Effective Date, any Eurodollar Loans have been funded, then the Borrower shall be obligated to pay any breakage fees or costs that are payable pursuant to Section 5.02, in connection with the reallocation of such outstanding Eurodollar Loans to effectuate the provisions of this paragraph.
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Assignments and Reallocation of Commitments and Loans. The Lenders have agreed among themselves, in consultation with the Borrower, to reallocate their respective Maximum Credit Amounts and Commitments and to, among other things, allow BMO Xxxxxx Financing, Inc. and Citibank, N.A. to become parties to the Credit Agreement as Lenders, (the “New Lenders”) by acquiring an interest in the total Maximum Credit Amounts and Commitments. The Administrative Agent and the Borrower hereby consent to such reallocation and the New Lenders' acquisition of an interest in the Maximum Credit Amounts and Commitmentsreallocation. On the Second First Amendment Effective Date (as defined below) and after giving effect to such reallocations, (a) the Applicable Percentage, Maximum Credit Amounts Amount and Commitment of each Lender shall be as set forth on Annex I of this Second First Amendment, which Annex I supersedes and replaces Annex I I-A to the Credit Agreement (and Annex I I-A to the Credit Agreement is hereby amended and restated in its entirety to read as set forth on Annex I attached hereto) and (b) each New Lender is hereby added as a Lender with the Maximum Credit Amount specified for it in the attached Annex I, and the New Lenders shall become parties to the Credit Agreement as “Lenders” and have all of the rights and obligations of a Lender under the Credit Agreement, as amended by this Second Amendment, and the other Loan Documents). With respect to such reallocation, each New Lender and each other Lender shall be deemed to have acquired the Maximum Credit Amount and Commitment allocated to it from each of the other Lenders pursuant to the terms of the Assignment and Assumption attached as Exhibit D to the Credit Agreement as if the New Lenders and the other Lenders had executed an Assignment and Assumption Agreement with respect to such allocation. To the extent that the Commitments in effect immediately prior to the First Amendment Effective Date are reallocated (the “Reallocation”) pursuant to this paragraph, then, on the First Amendment Effective Date, the Lenders shall purchase and assume (without recourse or warranty) from the Lenders (i) Loans, to the extent that there are any Loans then outstanding, and (ii) undivided participation interests in any outstanding LC Exposure to the extent necessary to ensure that after giving effect to the Reallocation, each Lender has outstanding Loans and participation interests in outstanding LC Exposure based on its Applicable Percentage as set forth on Annex I to this First Amendment. Each Lender shall make any payment required to be made by it pursuant to the preceding sentence via wire transfer to the Administrative Agent on the First Amendment Effective Date. Each existing Lender shall be automatically deemed to have assigned any outstanding Loans on the First Amendment Effective Date and the Lenders and the Borrower each agree to take any further steps reasonably requested by the Administrative Agent, in each case to the extent deemed necessary by the Administrative Agent to effectuate the provisions of the preceding sentences. If, on the First Amendment Effective Date, any Loans that are Eurodollar Loans have been funded, then the Borrower shall be obligated to pay any breakage fees or costs that are payable pursuant to Section 5.02, as amended by this First Amendment, in connection with the reallocation of such outstanding Loans to effectuate the provisions of this paragraph. On the Second First Amendment Effective Date, the Administrative Agent shall take the actions specified in Section 12.04(b)(v), including recording the assignments described herein in the Register, and such assignments shall be effective for purposes of the Credit Agreement.
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Assignments and Reallocation of Commitments and Loans. The Lenders have agreed among themselves, in consultation with the Borrower, to reallocate their respective Maximum Credit Amounts and Commitments and to, among other things, allow BMO Xxxxxx Financingadd each of Barclays Bank plc, Inc. Capital One, N.A., Credit Agricole Corporate and CitibankInvestment Bank, DNB Capital LLC, Xxxxxxx Xxxxx Bank USA, UBS AG, Stamford Branch, BNP Paribas, Deutsche Bank, Canadian Imperial Bank of Commerce, New York Branch, PNC Bank National Association, Sumitomo Mitsui Banking Corporation, ABN AMRO Capital USA LLC, Bank of America, N.A., Branch Active.13964034.8 18 Banking and Trust Company, Comerica Bank, Fifth Third Bank, ING Capital LLC, Sun Trust Bank, Toronto Dominion (New York) LLC, The Huntington National Bank, Associated Bank, N.A. to become parties to and Xxxxxx Xxxxxxx Bank, N.A. as a “Lender” under the Credit Agreement as Lenders, (the each a “New LendersLender”) by acquiring an interest in the total Maximum Credit Amounts and Commitments). The Administrative Agent Agent, the Swing Line Lender, each LC Issuer and the Borrower hereby consent to such reallocation and the Lenders’ assignments of their Commitments, including assignments to the New Lenders' acquisition of an interest in the Maximum Credit Amounts and Commitments. On the Second Seventh Amendment Effective Date (as defined below) and after giving effect to such reallocations, (a) the Maximum Credit Amounts and Commitment of each Lender shall be as set forth on Annex I Schedule 1 of this Second Amendment, Amendment which Annex I Schedule 1 supersedes and replaces Annex I the Schedule 1 to the Credit Agreement (and Annex I to the Credit Agreement is hereby amended and restated in its entirety to read as set forth on Annex I attached hereto) and (b) each New Lender is hereby added as a Lender with the Maximum Credit Amount specified for it in the attached Annex I, and the New Lenders shall become parties to the Credit Agreement as “Lenders” and have all of the rights and obligations of a Lender under the Original Credit Agreement, as amended by this Second Amendment, and the other Loan Documents. With respect to such reallocation, each New Lender and each other Lender shall be deemed to have acquired the Maximum Credit Amount and Commitment allocated to it from each of the other Lenders pursuant to the terms of the Assignment and Assumption Agreement attached as Exhibit D F to the Credit Agreement as if the New Lenders and the other Lenders each such Lender had executed an Assignment and Assumption Agreement with respect to such allocation. On In connection with this Assignment and for purposes of this Assignment only, the Second Amendment Effective DateLenders, the New Lenders, the Administrative Agent shall take and the actions specified in Borrower waive the processing and recordation fee under Section 12.04(b)(v10.5(b)(iv), including recording the assignments described herein in the Register, and such assignments shall be effective for purposes of the Credit Agreement.. [SIGNATURES BEGIN NEXT PAGE] Active.13964034.8 19
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Samples: Credit Agreement (Linn Energy, LLC)
