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Bank Parties Sample Clauses

Bank Parties. Guarantor irrevocably ---------------------- and unconditionally guarantees as primary obligor and not merely as surety to the Bank Parties the full and prompt payment when due (whether by acceleration or otherwise) of the principal of and interest on all obligations (including obligations which, but for the automatic stay under Section 362(a) of the Bankruptcy Code (as defined in the Credit Agreement), would become due) to the Bank Parties under the Credit Agreement, including without limitation all of the Obligations (as defined in the Credit Agreement), together with all other liabilities and obligations of the Company (including, without limitation, indemnities, fees, costs, expenses and interest thereon) to the Bank Parties incurred or to be incurred under the Credit Agreement or any other Loan Document (as defined in the Credit Agreement) (the "BANK GUARANTEED OBLIGATIONS"). Subject to the preceding sentence, Guarantor understands, agrees and confirms that the Bank Parties may enforce this Guaranty up to the full amount of the Bank Guaranteed Obligations against it without proceeding against the Company, against any security for the Bank Guaranteed Obligations, against any other guarantor or any other individual, partnership, corporation (including a business trust), joint stock company, trust, unincorporated association, joint venture or other entity, or a government or any political subdivision or agency thereof (hereinafter referred to as "PERSON") or under any other guaranty covering all or any portion of the Obligations (as defined in the Credit Agreement) or the Bank Guaranteed Obligations.
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Bank Parties. During the period from the date of this Agreement to the Effective Time, each Bank Party will cause one or more of its representatives to confer with representatives of Target and report the general status of its ongoing operations at such times as Target may reasonably request and as such operations could affect the consummation of the transactions contemplated hereby. To the extent that such could affect the consummation of the transactions contemplated hereby, each Bank Party will promptly notify Target of any material change in the normal course of its business or in the operation of its properties and, to the extent permitted by applicable law, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving it, and each Bank Party will also provide Target such information with respect to such events as Target may reasonably request from time to time.
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Bank Parties. Borrower, Pledgor and Guarantor each agree, to the extent permitted by applicable law, to indemnify and hold harmless Bank, its officers, directors, employees, agents, controlling persons, and affiliates (collectively, the “Bank Parties”) against, and defend the Bank Parties from, all claims, damages, judgments, penalties, costs, expenses, reasonable attorney’s fees and court costs (collectively, “Claims”) that directly or indirectly arise from any of the following: · Any filing or registration fees, taxes or similar costs imposed on Bank Parties with respect to this Agreement, the LMA, or any Advance. · Any actions or failure to act by Borrower, Guarantor, Pledgor, or any predecessor or successor to such person, or any third party with whom such person has a contractual relationship. · The performance by any of the Bank Parties under this Agreement, except if those Claims are caused by the Bank Parties’ gross negligence or willful misconduct. · Any breach of this Agreement by Borrower, Guarantor, or Pledgor.
Sample 1
Bank Parties. Each Loan Party agrees, to the extent permitted by applicable law, to indemnify and hold harmless Bank, its officers, directors, employees, agents, controlling persons, and affiliates (collectively, the “Bank Parties”) against, and defend the Bank Parties from, all claims, damages, judgments, penalties, costs, expenses, reasonable attorney’s fees and court costs (collectively, “Claims”) that directly or indirectly arise from any of the following: • Any filing or registration fees, taxes or similar costs imposed on Bank Parties with respect to this Agreement, the LMA, or any Advance. • Any actions or failure to act by any Loan Party, or any predecessor or successor to such person, or any third party with whom such person has a contractual relationship. • The performance by any of the Bank Parties under this Agreement, except if those Claims are caused by the Bank Parties’ gross negligence or willful misconduct. • Any breach of this Agreement by any Loan Party.
Sample 1
Bank Parties. The term "Bank Parties" shall mean Agent and all Lenders. "Bank Party" means any one of the Bank Parties.
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Related to Bank Parties

  • Administrative Agent and Affiliates The bank serving as the Administrative Agent hereunder shall have the same rights and powers in its capacity as a Lender as any other Lender and may exercise the same as though it were not the Administrative Agent, and such bank and its Affiliates may accept deposits from, lend money to and generally engage in any kind of business with the Borrower or any Restricted Subsidiary or other Affiliate thereof as if it were not the Administrative Agent hereunder.

  • Agent the Lender Group 87 16.1. Appointment and Authorization of Agent........................................................87 16.2.

  • MCUA PARTIES Any of the following types of entities that have executed a Master Contract Usage Agreement with Enterprise Services: ▪ Political subdivisions (e.g., counties, cities, school districts, public utility districts) in the State of Washington; ▪ Federal governmental agencies or entities; ▪ Public-benefit nonprofit corporations (i.e., § 501(c)(3) nonprofit corporations that receive federal, state, or local funding); and ▪ Federally-recognized Indian Tribes located in the State of Washington.

  • AGENTS AND LENDERS rights and remedies under this Agreement shall be cumulative and nonexclusive of any other rights and remedies that Agent or any Lender may have under any other agreement, including the other Loan Documents, by operation of law or otherwise. Recourse to the Collateral shall not be required.

  • Loan Parties Set forth on Schedule 5.20(b) is a complete and accurate list of all Loan Parties, showing as of the Closing Date, or as of the last date such Schedule was required to be updated in accordance with Sections 6.02, 6.13 and 6.14, (as to each Loan Party) (i) the exact legal name, (ii) any former legal names of such Loan Party in the four (4) months prior to the Closing Date, (iii) the jurisdiction of its incorporation or organization, as applicable, (iv) the type of organization, (v) the jurisdictions in which such Loan Party is qualified to do business, (vi) the address of its chief executive office, (vii) the address of its principal place of business, (viii) its U.S. federal taxpayer identification number or, in the case of any non-U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation or organization, (ix) the organization identification number, (x) ownership information (e.g., publicly held or if private or partnership, the owners and partners of each of the Loan Parties) and (xi) the industry or nature of business of such Loan Party.

  • Agent and Affiliates Agent shall have the same rights and powers under the Financing Documents as any other Lender and may exercise or refrain from exercising the same as though it were not Agent, and Agent and its Affiliates may lend money to, invest in and generally engage in any kind of business with each Credit Party or Affiliate of any Credit Party as if it were not Agent hereunder.

  • Bank Products Borrowers and Guarantors, or any of their Subsidiaries, may (but no such Person is required to) request that the Bank Product Providers provide or arrange for such Person to obtain Bank Products from Bank Product Providers, and each Bank Product Provider may, in its sole discretion, provide or arrange for such Person to obtain the requested Bank Products. Borrowers and Guarantors or any of their Subsidiaries that obtains Bank Products shall indemnify and hold Agent, each Lender and their respective Affiliates harmless from any and all obligations now or hereafter owing to any other Person by any Bank Product Provider in connection with any Bank Products other than for gross negligence or willful misconduct on the part of any such indemnified Person. This Section 6.13 shall survive the payment of the Obligations and the termination of this Agreement. Borrower and its Subsidiaries acknowledge and agree that the obtaining of Bank Products from Bank Product Providers (a) is in the sole discretion of such Bank Product Provider, and (b) is subject to all rules and regulations of such Bank Product Provider. Each Bank Product Provider shall be deemed a party hereto for purposes of any reference in a Financing Agreement to the parties for whom Agent is acting, provided, that, the rights of such Bank Product Provider hereunder and under any of the other Financing Agreements shall consist exclusively of such Bank Product Provider’s right to share in payments and collections out of the Collateral as set forth herein. In connection with any such distribution of payments and collections, Agent shall be entitled to assume that no amounts are due to any Bank Product Provider unless such Bank Product Provider has notified Agent in writing of any such liability owed to it as of the date of any such distribution.

  • Administrative Agent’s and Lender’s Rights In the case of any event specified in Section 4.4.1 [Unascertainable] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4.2 [Illegality; Increased Costs; Deposits Not Available] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (A) the Lenders, in the case of such notice given by the Administrative Agent, or (B) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to or renew a LIBOR Rate Option shall be suspended until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Lender’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. If at any time the Administrative Agent makes a determination under Section 4. 4.1 [Unascertainable] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a LIBOR Rate Option and such Interest Rate Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of the Base Rate Option otherwise available with respect to such Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4.2 [

  • Additional Credit Parties As soon as practicable and in any event within 30 days after any Person becomes a direct or indirect Domestic Subsidiary of the Borrower, the Borrower shall provide the Agent with written notice thereof setting forth information in reasonable detail describing all of the assets of such Person and shall (a) cause such Person to execute a Joinder Agreement in substantially the same form as Schedule 7.12, (b) cause 100% of the capital stock of such Person to be delivered to the Agent (together with undated stock powers signed in blank) and pledged to the Agent pursuant to an appropriate pledge agreement(s) in substantially the form of the Pledge Agreement and otherwise in form acceptable to the Agent and (c) cause such Person to (i) if such Person has any Domestic Subsidiaries, (A) deliver 100% of the capital stock of such Subsidiaries (together with undated stock powers signed in blank) to the Agent and (B) execute a pledge agreement in substantially the form of the Pledge Agreement and otherwise in form acceptable to the Agent, (ii) if such Person owns or leases any real property located in the United States of America and deemed to be material by the Agent or the Required Lenders in its or their sole reasonable discretion, execute any and all necessary mortgages, deeds of trust, deeds to secure debt or other appropriate real estate collateral documentation in form acceptable to the Agent and (iii) deliver such other documentation as the Agent may reasonably request in connection with the foregoing, including, without limitation, appropriate UCC-1 financing statements, real estate title insurance policies, environmental reports, landlord's waivers, certified resolutions and other organizational and authorizing documents of such Person and favorable opinions of counsel to such Person (which shall cover, among other things, the legality, validity, binding effect and enforceability of the documentation referred to above), all in form, content and scope reasonably satisfactory to the Agent.

  • AGENT AND LENDERS BANK OF AMERICA, N.A.,

Most Referenced Clauses

Most Referenced Definitions