Banking Facility Sample Clauses

Banking Facility. The Purchaser, Promotions and the Principal Shareholders shall have obtained the agreement, in a form reasonably satisfactory to the Purchaser, from the Bank (referred to in Schedule 7.20) for the Committed Overdraft Facility presently available to Promotions from the Bank to remain in place following Completion with a release of the personal guarantees issued by the Principal Shareholders, or, if such agreement can not be obtained then and in such a situation at Purchaser's election (i) such facility shall be repaid and terminated by the Purchaser, (with the Bank's agreement to release all associated security) or (ii) the Purchaser shall indemnify the Shareholders in a manner reasonably satisfactory to the Principal Shareholders, for any liability arising under such guarantees until such time as the events specified in Clause 6.1(f) shall have occurred.
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Banking Facility. 4.1 Progressive release (a) The Bank can, and is expressly authorised by the Assignor to, advance or pay (where applicable) all or part of the Banking Facilities to the builder, developer, contractor, architect or such other persons responsible for or concerned with the construction of any building (“the said building”) or the vendor of the said building at such times, on such terms, in such manner, by such amounts, and upon such contingencies and conditions, as the Bank decides in its absolute discretion. (b) The authorisation given by the Assignor is irrevocable. All advances and payments to the said person(s) will be deemed to be part of the monies secured by and owing under this Assignment. (c) The acknowledgement or receipt of such person(s) will be as good and sufficient and effective as if it had been made or given by the Assignor. (d) The Assignor irrevocably agrees and confirms that the Assignor cannot object to or to restrain such payment by the Bank. (e) If the Bank has given or agreed to give on the Assignor‟s authority (which authority is hereby confirmed by the Assignor) its express or implied undertaking, guarantee, or covenant to – (i) any of the persons mentioned in Section 4.1(a) (“the Vendor”) or its solicitors or firm of solicitors purporting to act for the Vendor to pay; or (ii) pay the Bank‟s solicitors to enable the Bank‟s solicitors to give the Vendor or the Vendor‟s solicitors their solicitor‟s undertaking to pay, the balance purchase price payable by the Borrower and/or the Assignor under the agreement of sale of the said building progressively in accordance with the terms in the said agreement, the Assignor agrees (in addition the Property being charged to secure the Indebtedness) that – (iii) the payment of all monies undertaken, guaranteed, or covenanted to be paid by the Bank to the Vendor, the Vendor‟s solicitors, or the Bank‟s solicitors (as the case may be) will be secured under this Assignment; and (iv) the Borrower and/or the Assignor will at all times indemnify and keep the Bank indemnified against all actions, proceedings, costs, expenses, claims, and demands which may be taken, incurred, or suffered by the Bank arising from the Bank‟s aforesaid undertaking given to the Vendor, the Vendor‟s solicitors, or the Bank‟s solicitors (as the case may be).
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Banking Facility 
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Related to Banking Facility

  • Banking Facilities Section 3.6(f) of the Company Disclosure Schedule sets forth an accurate and complete list of (i) each bank, savings and loan or similar financial institution with which the Company has an account or safety deposit box or other similar arrangement, and any numbers or other identifying codes of such accounts, safety deposit boxes or such other arrangements maintained by the Company thereat, and (ii) the names of all Persons authorized to draw on any such account or to have access to any such safety deposit box facility or such other arrangement.

  • Facility Prudential is willing to consider, in its sole discretion and within limits which may be authorized for purchase by Prudential Affiliates from time to time, the purchase of Shelf Notes pursuant to this Agreement. The willingness of Prudential to consider such purchase of Shelf Notes is herein called the “Facility”. At any time, the aggregate principal amount of Shelf Notes stated in Section 1.2, minus the aggregate principal amount of Shelf Notes purchased and sold pursuant to this Agreement prior to such time, minus the aggregate principal amount of Accepted Notes (as hereinafter defined) which have not yet been purchased and sold hereunder prior to such time, is herein called the “Available Facility Amount” at such time. NOTWITHSTANDING THE WILLINGNESS OF PRUDENTIAL TO CONSIDER PURCHASES OF SHELF NOTES BY PRUDENTIAL AFFILIATES, THIS AGREEMENT IS ENTERED INTO ON THE EXPRESS UNDERSTANDING THAT NEITHER PRUDENTIAL NOR ANY PRUDENTIAL AFFILIATE SHALL BE OBLIGATED TO MAKE OR ACCEPT OFFERS TO PURCHASE SHELF NOTES, OR TO QUOTE RATES, SPREADS OR OTHER TERMS WITH RESPECT TO SPECIFIC PURCHASES OF SHELF NOTES, AND THE FACILITY SHALL IN NO WAY BE CONSTRUED AS A COMMITMENT BY PRUDENTIAL OR ANY PRUDENTIAL AFFILIATE.

  • Generating Facility The Interconnection Customer’s device for the production of electricity identified in the Interconnection Request, but shall not include the Interconnection Customer’s Interconnection Facilities.

  • Refinancing Facilities (a) At any time after the Closing Date, the Borrower may obtain, from any Lender or any Additional Lender (to the extent agreed to by such Lender or Additional Lender in its sole discretion), Credit Agreement Refinancing Indebtedness in respect of all or any portion of the Term Loans, Prepetition Subsidiary Debt, Revolving Credit Loans and/or Revolving Credit Commitments then outstanding under this Agreement (which will be deemed to include any then outstanding Incremental Term Loans under any Incremental Facilities or any Incremental Revolving Credit Commitments then outstanding under this Agreement (or any Revolving Credit Loans outstanding pursuant thereto)) or any then outstanding Refinancing Term Loans or any then outstanding Refinancing Revolving Credit Loans or Refinancing Revolving Credit Commitments in the form of Refinancing Revolving Credit Loans or Refinancing Revolving Credit Commitments, respectively, in each case, pursuant to a Refinancing Amendment, together with any applicable Customary Intercreditor Agreement or other customary subordination agreement; provided, that such Credit Agreement Refinancing Indebtedness (i) will, to the extent secured, rank pari passu or junior in right of payment and of security with the other Loans and Commitments hereunder (but for the avoidance of doubt, such Credit Agreement Refinancing Indebtedness may be unsecured), (ii) will, to the extent permitted by the definition of “Credit Agreement Refinancing Indebtedness,” have such pricing, interest rate margins (including “MFN” provisions), rate floors, discounts, fees, premiums and prepayment or redemption provisions and terms as may be agreed by the Borrower and the Lenders or Additional Lenders with respect thereto, (iii) will, to the extent in the form of Refinancing Revolving Credit Loans or Refinancing Revolving Credit Commitments, participate in the payment, borrowing, participation and commitment reduction provisions herein on a pro rata basis with any then outstanding Revolving Credit Loans and Revolving Credit Commitments, except that the Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a better than a pro rata basis as compared to any other Class with a later maturity date than such Class and (iv) will, to the extent in the form of Refinancing Revolving Credit Loans or Refinancing Revolving Credit Commitments and unless the Required Revolving Credit Lenders shall have consented thereto, have terms and conditions (other than interest rate margins and commitment fees) identical to those applicable to the Revolving Credit Commitments and Revolving Credit Loans being refinanced. The effectiveness of any Refinancing Amendment shall be subject to, to the extent reasonably requested by the Administrative Agent (or in the case of Revolving Credit Commitments and Revolving Credit Loans, the Revolver Agent), receipt by the Administrative Agent or Revolver Agent, as applicable, of reaffirmation agreements and board resolutions, officers’ certificates and legal opinions consistent with those delivered on the Closing Date. The Administrative Agent or Revolver Agent, as applicable, shall promptly notify each Lender as to the effectiveness of each Refinancing Amendment. Each of the parties hereto hereby agrees that, upon the effectiveness of any Refinancing Amendment, this Agreement shall be deemed amended to the extent (but only to the extent) necessary to reflect the existence and terms of the Credit Agreement Refinancing Indebtedness incurred pursuant thereto (including any amendments necessary to treat the Loans and Commitments subject thereto as Refinancing Term Loans, Refinancing Revolving Credit Loans or Refinancing Revolving Credit Loan Commitments, as applicable) and any Indebtedness being replaced or refinanced with such Credit Agreement Refinancing Indebtedness shall be deemed permanently reduced and satisfied in all respects. Any Refinancing Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, to effect the provisions of this Section. (b) This Section 2.18 shall supersede any provisions of Section 10.01 to the contrary.

  • Existing Facilities Each of the Existing Facilities shall be repaid in full and terminated and all collateral security therefor shall be released, and the Administrative Agent shall have received pay-off letters in form and substance satisfactory to it evidencing such repayment, termination and release.