Bank Commitment. With respect to each Class, at any time on or prior to the Commitment Termination Date for such Class in the event that any Class Conduit for such Class does not effect an Incremental Transfer as requested under Section 2.2(a), then at any time, the Transferor shall have the right to require such Class Conduit, by written notice to the Administrative Agent and such Class Conduit’s related Class Agent, to assign its interest in the Net Investment for such Class in whole to the Bank Investors for such Class pursuant to this Section 10.7. In addition, at any time for such Class on or prior to such Commitment Termination Date (i) upon the occurrence of a Termination Event that results in a Termination Date for such Class or (ii) the applicable Class Conduit elects to give notice to the Transferor of the Reinvestment Termination Date for such Class, the Transferor hereby requests and directs that such Class Conduit assign its interest in the Net Investment for such Class in whole to the related Bank Investors pursuant to this Section 10.7 and the Transferor hereby agrees to pay the amounts described in Section 10.7(d) below. Upon any such election by any Class Conduit or any such request by the Transferor, such Class Conduit shall make such assignment and the related Bank Investors shall accept such assignment on such day (or the next day if such notice was received after 11:00 A.M. (New York time)) and shall assume all of such Class Conduit’s obligations hereunder. No documentation or action shall be required to effect any such assignment of the Net Investment by any Class Conduit to its related Bank Investors other than, in the case of the circumstance contemplated by the first sentence hereof, the giving of the notices contemplated thereby and the forwarding of such notice by the related Class Agent to each applicable Bank Investor. In connection with any assignment from any Class Conduit to its related Bank Investors pursuant to this Section 10.7, each such Bank Investor, as applicable, agrees to and shall, unconditionally and irrevocably and under all circumstances, by 2:00 P.M. (New York time) on the date of such assignment, pay to such Class Conduit without setoff, counterclaim or defense of any kind, an amount (in immediately available funds) equal to its Assignment Amount. Upon any assignment by any Class Conduit to its respective Bank Investors contemplated hereunder, such Class Conduit shall cease to make any additional Incremental Transfers hereunde...
Bank Commitment. At any time on or prior to the Commitment Termination Date, in the event that the Bank Investors elect to make a Prefunding Deposit as requested under Section 2.1, then at any time, the Issuer shall be considered to have directed the Company to assign its interest in the Note in whole to the Bank Investors pursuant to this Section 5.7, the Bank Investors agree to accept such assignment, and the Issuer hereby agrees to pay the amounts described in Section 5.7(d) below. In addition, at any time on or prior to the Commitment Termination Date upon the occurrence of a Termination Event or the Termination Date, the Issuer hereby requests and directs that the Company assign its interest in the Note in whole to the Bank Investors pursuant to this Section 5.7 and the Issuer hereby agrees to pay the amounts described in Section 5.7(d) below. Upon any such election by the Company or any such request by the Issuer, the Company shall make such assignment and the Bank Investors shall accept such assignment and shall assume all of the Company's obligations hereunder. In connection with any assign ment from the Company to the Bank Investors pursuant to this Section 5.7, each Bank Investor shall, on the date of such assignment, pay to the Company an amount equal to its Assignment Amount. In addition, at any time on or prior to the Commit ment Termination Date the Issuer shall have the right to request funding under this Agreement and the Security Agreement directly from the Bank Investors provided that at such time all conditions precedent set forth herein and in the Security Agree ment for a Prefunding Deposit shall be satisfied and provided further that in connec tion with such funding by the Bank Investors, the Bank Investors accept the assign ment of the Note from the Company and assume all of the Company's obligations hereunder concurrently with or prior to any such Prefunding Deposit. Upon any assignment by the Company to the Bank Investors contemplated hereunder, the Company shall cease to make any further advances to the Issuer hereunder. No documentation or action shall be required to effect such assignment of the Note by the Company to the Bank Investors other than the giving of written notice by the Issuer of such direction to the Insurer, to the Administrative Agent on behalf of the Company and to the Agent on behalf of the Bank Investors, and by the delivery of a copy of such notice by the Agent to each Bank Investor.
Bank Commitment. At any time on or prior to the Commitment Termination Date, in the event that a Conduit Investor does not effect an Incremental Transfer as requested under Section 2.2(a), then at any time, the Transferor shall have the right to require such Conduit Investor to assign its interest in the Net Investment in whole to the Bank Investors in its Related Group pursuant to this Section 9.7. In addition, at any time on or prior to the Commitment Termination Date, (i) upon the occurrence of a Termination Event that results in the Termination Date or (ii) if a Conduit Investor elects to give notice to the Transferor of a Reinvestment Termination Date, the Transferor hereby requests and directs that such Conduit Investor assign its interest in the Net Investment in whole to the Bank Investors in its Related Group pursuant to this Section 9.7 and the Transferor hereby agrees to pay the amounts described in Section 9.7(d) below. Provided that the Net Asset Test is satisfied, upon any such election by a Conduit Investor or any such request by the Transferor to such Conduit Investor, such Conduit Investor shall make such assignment and the Bank Investors in its Related Group shall accept such assignment and shall assume all of such Conduit Investor's obligations hereunder. In connection with any assignment from a Conduit Investor to the Bank Investors in its Related Group pursuant to this Section 9.7, each Bank Investor shall, on the date of such assignment, pay to such Conduit Investor an amount equal to its Assignment Amount. Upon any assignment by a Conduit Investor to the Bank Investors in its Related Group as contemplated hereunder, such Conduit Investor shall cease to make any additional Incremental Transfers hereunder.
Bank Commitment. At any time on or prior to the Commitment Termination Date, in the event that the Company does not effect an Incremental Transfer as requested under Section 2.2(a), then at any time, the Transferor shall have the right to require the Company to assign its interest in the Enterprise Net Investment in whole to the Bank Investors pursuant to this Section 9.7. In addition, at any time on or prior to the Commitment Termination Date (i) upon the occurrence of a Termination Event or (ii) the Company elects to give notice to the Transferor of a Reinvestment Termination Date, the Transferor hereby requests and directs that the Company assign its interest in the Enterprise Net Investment in whole to the Bank Investors pursuant to this Section 9.7 and the Transferor hereby agrees to pay the amounts described in Section 9.7(d) hereof. Provided that (i) the Net Asset Test is satisfied and (ii) the Transferor shall have paid to the Company all amounts due as described in Section 9.7(d) hereof, upon any such election by the Company or any such request by the Transferor, the Company shall make such assignment and the Bank Investors shall accept such assignment and shall assume all of the Company's obligations hereunder. In connection with any assignment from the Company to the Bank Investors pursuant to this Section 9.7, each Bank Investor shall, on the date of 122 such assignment, pay to the Company an amount equal to its Assignment Amount. In addition, at any time on or prior to the Commitment Termination Date the Transferor shall have the right to request funding under this Agreement directly from the Bank Investors provided that at such time all conditions precedent set forth herein for an Incremental Transfer shall be satisfied and provided further that in connection with such funding by the Bank Investors, the Bank Investors accept the assignment of all of the Company's interest in the Enterprise Net Investment and assume all of the Company's obligations hereunder concurrently with or prior to any such Incremental Transfer. Upon any assignment by the Company to the Bank Investors contemplated hereunder, the Company shall cease to make any additional Incremental Transfers hereunder.
Bank Commitment. As of the date of this Agreement, ZGNA has a bank commitment letter from a lender, a copy of which has been delivered to the Company, to provide the new credit facility to the Company contemplated hereby, and to ZGNA's knowledge, such commitment has not been modified or terminated.
Bank Commitment. At any time on or prior to the Commitment Termination Date, in the event that the Company does not effect an Advance as requested under Section 2.2(a), then at any time, the Debtor shall have the right to require the Company to assign its interest in the Net Investment in whole to the Bank Investors pursuant to this Section 9.9. In addition, at any time on or prior to the Commitment Termination Date (i) upon the occurrence of a Termination Event that results in the Termination Date or (ii) the Company elects to give notice to the Debtor of a Company Termination Date, the Debtor hereby requests and directs 95 101 that the Company assign its interest in the Net Investment in whole to the Bank Investors pursuant to this Section 9.9 and the Debtor hereby agrees to pay the amounts described in Section 9.9(d) below. Provided that the Net Asset Test is satisfied, upon any such election by the Company or any such request by the Debtor, the Company shall make such assignment and the Bank Investors shall accept such assignment and shall assume all of the Company's obligations hereunder. In connection with any assignment from the Company to the Bank Investors pursuant to this Section 9.9, each Bank Investor shall, on the date of such assignment, pay to the Company an amount equal to its Assignment Amount. Upon any assignment by the Company to the Bank Investors contemplated hereunder, the Company shall cease to make any additional Advances hereunder.
Bank Commitment. At any time on or prior to the Commitment Termination Date, in the event that the Bank Investors elect to make a Prefunding Deposit as requested under Section 2.1, then at any time, the Issuer shall be considered to have directed the Company to assign its interest in the Note in whole to the Bank Investors pursuant to this Section 5.7, the Bank Investors agree to accept such assignment, and the Issuer hereby agrees to pay the amounts described in Section 5.7(d) below. In addition, at any time on or prior to the Commitment Termination Date upon the occurrence of a Termination Event or the Termination Date, the Issuer hereby requests and directs that the Company assign its interest in the Note in whole to the Bank Investors pursuant to this Section 5.7 and the Issuer hereby agrees to pay the amounts described in Section 5.7(d) below. Upon any such election by the Company or any such request by the Issuer, the Company shall make such assignment and the Bank Investors shall accept such assignment and shall assume all of the Company's obligations hereunder. No documentation or action shall be required to effect such assignment of the Note by the Company to the Bank Investors other than the giving of written notice by the Issuer of such direction to the Administrative Agent on behalf of the Company and to the Agent on behalf of the Bank Investors, and by the delivery of a copy of such notice by the Agent to each
Bank Commitment. At any time on or prior to the Commitment Termination Date, in the event that Enterprise does not effect an Incremental Transfer as requested under Section 2.2(a), then at any time, the Transferor shall have the right to require Enterprise to assign its Net Investment in whole to the Enterprise Bank Investors pursuant to this Section 9.7. In addition, at any time on or prior to the Commitment Termination Date (i) upon the occurrence of an Enterprise Wind-Down Event or (ii) upon the occurrence of a Termination Event that results in the Termination Date or Special Termination Date with respect to Enterprise or (iii) Enterprise elects to give notice to the Transferor of a Reinvestment Termination Date or (iv) after Enterprise elects to amortize its Net Investment or elects not to make an additional Incremental Transfer, the Transferor hereby requests and directs that Enterprise assign its Net Investment in whole to the Enterprise Bank Investors pursuant to this Section 9.7 and the Transferor hereby agrees to pay the amounts described in Section 9.7(d) below. Upon any such election by Enterprise or any such request by the Transferor, Enterprise shall be deemed to have made such assignment to the Enterprise Bank Investors and the Enterprise Bank Investors shall be deemed to have accepted such assignment from Enterprise and to have assumed all of Enterprise's obligations hereunder, in each case without any further action on the part of either Enterprise or the Enterprise Bank Investors. In connection with any assignment from Enterprise to the Enterprise Bank Investors pursuant to this Section 9.7, each Enterprise Bank Investor shall, on the date of such assignment, pay to Enterprise an amount equal to its Assignment Amount. If such Assignment Amount is not paid on such date, such Enterprise Bank Investor shall pay interest thereon to Enterprise at the per annum rate of 2% in excess of clause (x) of the definition of the Base Rate from such date until such amount is paid in full. Upon any assignment by Enterprise to the Enterprise Bank Investors contemplated hereunder, Enterprise shall cease to make any additional Incremental Transfers hereunder.
Bank Commitment. Xxxxx shall have received a commitment from its bank for the Loan, subject to the conditions set forth in such commitment.
Bank Commitment. Wachovia Bank $115,000,000.00 ................................................................................ SunTrust Bank $ 75,000,000.00 ................................................................................ Bank of America $100,000,000.00 ................................................................................ Comerica Bank $ 45,000,000.00 ................................................................................ Fifth Third Bank $ 45,000,000.00 ................................................................................ Wells Fargo Bank $ 75,000,000.00 ................................................................................ US Bank $ 45,000,000.00 ................................................................................ TOTAL COMMITMENT: $500,000,000.00 ................................................................................ SCHEDULE 4.02
