CONCLUSION OF THIS AGREEMENT (VERTRAGSSCHLUSS). 40.1 The Parties to this Agreement may choose to conclude this Agreement by an exchange of signed signature page(s), transmitted by any means of telecommunication (telekommunikative Übermittlung) such as by way of fax or electronic photocopy. 40.2 If the Parties to this Agreement choose to conclude this Agreement pursuant to Clause 40.1 above, they will transmit the signed signature page(s) of this Agreement to Xxxxxxxx Chance Partnerschaftsgesellschaft, attention to xxxxxx.xxxxxxxx@xxxxxxxxxxxxxx.xxx or xxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxx.xxx (each a “Recipient”). The Agreement will be considered concluded once one Recipient has actually received the signed signature page(s) (Zugang der Unterschriftsseite(n)) from all Parties to this Agreement (whether by way of fax, electronic photocopy or other means of telecommunication) and at the time of the receipt of the last outstanding signature page(s) by such one Recipient. 40.3 For the purposes of this Clause 40 only, the Parties to this Agreement appoint each Recipient as their attorney (Empfangsvertreter) and expressly allow (gestatten) each Recipient to collect the signed signature page(s) from all and for all Parties to this Agreement. For the avoidance of doubt, each Recipient will have no further duties connected with its position as Recipient. In particular, each Recipient may assume the conformity to the authentic original(s) of the signature page(s) transmitted to it by means of telecommunication, the genuineness of all signatures on the original signature page(s) and the signing authority of the signatories. THIS AGREEMENT has been entered into on the date stated at the beginning of this Agreement. PART I THE ORIGINAL OBLIGORS Name of Original Borrower Registration number (or equivalent, if any) Name of Original Guarantor Registration number (or equivalent, if any) PART II THE ORIGINAL LENDERS PART I CONDITIONS PRECEDENT TO INITIAL UTILISATION
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CONCLUSION OF THIS AGREEMENT (VERTRAGSSCHLUSS). 40.1 43.1 The Parties to this Agreement may choose to conclude this Agreement by an exchange of signed signature page(s), transmitted by any means of telecommunication (telekommunikative Übermittlung) such as by way of fax or electronic photocopy.
40.2 43.2 If the Parties to this Agreement choose to conclude this Agreement pursuant to Clause 40.1 43.1 above, they will transmit the signed signature page(s) of this Agreement to Xxxxxxxx Chance PartnerschaftsgesellschaftLxxxxx & Wxxxxxx LLP, attention to xxxxxx.xxxxxxxx@xxxxxxxxxxxxxx.xxx Sxxxxxx.Xxxxxx@xx.xxx or xxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxx.xxx Mxxxxxx.Xxxxxxxxx@xx.xxx (each a “"Recipient”"). The Agreement will be considered concluded once one Recipient has actually received the signed signature page(s) (Zugang der Unterschriftsseite(n)) from all Parties to this Agreement (whether by way of fax, electronic photocopy or other means of telecommunication) and at the time of the receipt of the last outstanding signature page(s) by such one Recipient.
40.3 43.3 For the purposes of this Clause 40 43 only, the Parties to this Agreement appoint each Recipient as their attorney (Empfangsvertreter) and expressly allow (gestatten) each Recipient to collect the signed signature page(s) from all and for all Parties to this Agreement. For the avoidance of doubt, each Recipient will have no further duties connected with its position as Recipient. In particular, each Recipient may assume the conformity to the authentic original(s) of the signature page(s) transmitted to it by means of telecommunication, the genuineness of all signatures on the original signature page(s) and the signing authority of the signatories. THIS AGREEMENT has been entered into on the date stated at the beginning of this Agreement. Hxxxxxxxxxx, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #2007110100396 Coperion GmbH HRB 23976 (Local Court of Stuttgart) Txxxxxxxxxxxx 00, 00000 Xxxxxxxxx, Xxxxxxx Coperion K-Tron (Schweiz) GmbH CHE-105.883.566 Lxxxxxxxxxx 00/00 XX-0000 Xxxxxxxxxx, Xxxxxxxxxxx Rotex Europe Ltd 04307924 (Registered with Companies House) For notices: DTM Legal LLP Axxxxxx Xxxxx Xxxxxxx Xxxx Xxxxxxx XX0 0XX Xxxxxx Xxxxxxx Office location: Axxxxx Xxxx Xxxxx Xxxxxxxxxx Xxxx Runcorn, Cheshire WA7 3FA, England Hxxxxxxxxxx, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #2007110100396 Batesville Casket Company, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #2008022200482 Batesville Services, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #2010070610909 Process Equipment Group, Inc. Corporation Service Company Pxxxxxxxx Xxxxx Xxxxxxxxx Xxx.
PART I THE ORIGINAL OBLIGORS Name , Xxxxx 000 100 Xxxxxxx Xxxxx Blvd Ewing, NJ 08628 New Jersey Secretary of Original Borrower Registration number State #5278301800 K-Tron Investment Co. Corporation Service Company 200 Xxxxxx Xxxxx Xxxxx Xxxxxxxxxx, XX 00000 Delaware Secretary of State #2250493 Hxxxxxxxxxx Luxembourg Inc. Corporation Service Company 200 Xxxxxx Xxxxx Xxxxx Xxxxxxxxxx, XX 00000 Delaware Secretary of State #3745346 Milacron Plastics Technologies Group LLC Corporation Service Company 200 Xxxxxx Xxxxx Xxxxx Xxxxxxxxxx, XX 00000 Delaware Secretary of State #4692536 Milacron Marketing Company LLC Corporation Service Company 200 Xxxxxx Xxxxx Xxxxx Xxxxxxxxxx, XX 00000 Delaware Secretary of State #4692541 Milacron LLC Corporation Service Company 200 Xxxxxx Xxxxx Xxxxx Xxxxxxxxxx, XX 00000 Delaware Secretary of State #4678052 COMMERZBANK Aktiengesellschaft 80,000,000.00 7/C/25382/DTTP DZ BANK AG Deutsche Zentral-Genossenschaftsbank, Frankfurt am Main, New York Branch 50,000,000.00 7/D/205877/DTTP HSBC Trinkaus & Bxxxxxxxx GmbH 40,000,000.00 7/H/275147/DTTP Skandinaviska Enskilda Bxxxxx XX (or equivalent, if anypubl) Name of Original Guarantor Registration number (or equivalent, if any)
PART II THE ORIGINAL LENDERS
PART I CONDITIONS PRECEDENT TO INITIAL UTILISATIONFrankfurt Branch 35,000,000.00 73/S/42621/DTTP Sumitomo Mitsui Banking Corporation 20,000,000.00 43/S/274647/DTTP TOTAL 225,000,000.00
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Samples: Syndicated L/G Facility Agreement (Hillenbrand, Inc.)
CONCLUSION OF THIS AGREEMENT (VERTRAGSSCHLUSS). 40.1 (a) This Agreement may be executed in any number of counterparts, and this has the same effect as if the signatures on the counterparts were on a single copy of this Agreement. The Parties parties to this Agreement may choose to conclude this Agreement by an exchange of signed signature page(s), transmitted by any means of telecommunication (telekommunikative Übermittlung) such as by way of fax or electronic photocopy.
40.2 (b) If the Parties parties to this Agreement choose to conclude this Agreement pursuant to Clause 40.1 (a) above, they will transmit the signed signature page(s) of this Agreement to Xxxxxxxx Chance PartnerschaftsgesellschaftLxxxxx & Wxxxxxx LLP, Rxxxxxxxx 00, 00000 Xxxxxxxxx xx Xxxx, Xxxxxxx, for the attention to xxxxxx.xxxxxxxx@xxxxxxxxxxxxxx.xxx or xxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxx.xxx of Rxxxx Xxxxxx (rxxxx.xxxxxxx@xx.xxx) and/or Sxxxxxx Xxxxx (sxxxxxx.xxxxxx@xx.xxx) (each a “"Recipient”"). The This Agreement will be considered concluded once one a Recipient has actually received the signed signature page(s) (Zugang der Unterschriftsseite(n)) from all Parties parties to this Agreement (whether by way of fax, electronic photocopy or other means of telecommunication) and at the time of the receipt of the last outstanding signature page(s) by such one Recipientany of the Recipients.
40.3 (c) For the purposes of this Clause 40 paragraphs (a) to (c) only, the Parties parties to this Agreement appoint each Recipient as their attorney (Empfangsvertreter) and expressly allow (gestatten) each such Recipient to collect the signed signature page(s) from all and for all Parties to this Agreement. For the avoidance of doubt, each no Recipient will have no further duties connected with its position as Recipient. In particular, each Recipient may assume the conformity to the authentic original(s) of the signature page(s) transmitted to it by means of telecommunication, the genuineness of all signatures on the original signature page(s) and the signing authority of the signatories. THIS AGREEMENT has been entered into on the date stated at the beginning of this Agreement.
PART I THE ORIGINAL OBLIGORS Part 1 The Obligors Name of Original Borrower Registration number (or equivalent, if any) Hxxxxxxxxxx, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #2007110100396 Coperion GmbH HRB 23976 (Local Court of Stuttgart) Theodorstraße 10, 70469 Stuttgart Coperion K-Tron (Schweiz) GmbH CHE-105.883.566 Lxxxxxxxxxx 00/00 XX-0000 Xxxxxxxxxx, Xxxxxxxxxxx Rotex Europe Ltd 04307924 (Registered with Companies House) Axxxxx Xxxx North Whitehouse Vale Runcorn, Cheshire WA7 3FA, Exxxxxx Xxxx GmbH HRB 102566 (Local Court of Frankfurt am Main) Axxx-Twiete 1 21514 Büchen Name of Original Guarantor Registration number (or equivalent, if any)) Hxxxxxxxxxx, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #2007110100396 Batesville Manufacturing, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #1998090618 Batesville Casket Company, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #2008022200482 Batesville Services, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #192822-024 Process Equipment Group, Inc. 800 Xxxx Xxxxxx Xxxx Xxxx Xxxxxxx, Xxx Xxxxxx 00000 New Jersey Secretary of State #5278301800 K-Tron Investment Co. 1000 Xxxxxx Xxxxxx Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #2250493 Coperion K-Tron Pxxxxx, Inc. 1000 Xxxxxx Xxxxxx Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #0853369 Name of Guarantor Registration number (or equivalent, if any) TerraSource Global Corporation 1000 Xxxxxx Xxxxxx Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #2105312 Rotex Global, LLC 1000 Xxxxxx Xxxxxx Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #4312111 Coperion Corporation 1000 Xxxxxx Xxxxxx Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #0780901 Red Valve Company, Inc. 600 X. 0xx Xxxxxx Xxxxx 000 Xxxxxxxxxx, Xxxxxxxxxxxx 00000 # 300220 Part 2 The Lenders Name of Lender Commitment in EUR Treaty Passport Scheme reference number and jurisdiction of tax residence (if applicable) Commerzbank Aktiengesellschaft 80,000,000.00 7/C/25382/DTTP HSBC Trinkaus & Bxxxxxxxx XX 40,000,000.00 7/H/275147/DTTP Skandinaviska Enskilda Bxxxxx XX (publ) Frankfurt Branch 35,000,000.00 73/S/42621/DTTP Sumitomo Mitsui Banking Corporation 20,000,000.00 43/S/274647/DTTP TOTAL 175,000,000.00
PART II 1. DEFINITIONS AND INTERPRETATION 1 2. THE ORIGINAL LENDERS
PART I FACILITY 24 3. PURPOSE 29 4. CONDITIONS PRECEDENT OF UTILISATION 29 5. UTILISATION 30 6. REBASING 36 7. L/GS 37 8. REPAYMENT 38 9. PREPAYMENT AND CANCELLATION 39 10. CASH COVER 42 11. FEES 43 12. TAX GROSS UP AND INDEMNITIES 45 13. INCREASED COSTS 57 14. OTHER INDEMNITIES 59 15. MITIGATION BY THE LENDERS 60 16. COSTS AND EXPENSES 61 17. GUARANTEE AND INDEMNITY 61 18. REPRESENTATIONS 65 19. INFORMATION UNDERTAKINGS 69 20. FINANCIAL COVENANTS 73 21. GENERAL UNDERTAKINGS 78 22. EVENTS OF DXXXXXX 00 00. CHANGES TO INITIAL UTILISATIONTHE LENDERS 97 24. CHANGES TO THE OBLIGORS 101 25. ROLE OF THE AGENT AND THE ARRANGER 104 26. CONDUCT OF BUSINESS BY THE FINANCE PARTIES 111 27. SHARING AMONG THE FINANCE PARTIES 111 28. PAYMENT MECHANICS 115 29. SET-OFF 117 30. NOTICES 117 31. CALCULATIONS AND CERTIFICATES 120 32. PARTIAL INVALIDITY 120 33. REMEDIES AND WAIVERS 120 34. AMENDMENTS AND WAIVERS 121 35. confidentiality 124
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CONCLUSION OF THIS AGREEMENT (VERTRAGSSCHLUSS). 40.1 a) This Agreement may be executed in any number of counterparts, and this has the same effect as if the signatures on the counterparts were on a single copy of this Agreement. The Parties to this Agreement may choose to conclude this Agreement by an exchange of signed signature page(s)) plus a copy of this Agreement, transmitted by any means of telecommunication (telekommunikative Übermittlung) such as by way of fax or electronic photocopy.
40.2 b) If the Parties to this Agreement choose to conclude this Agreement pursuant to Clause 40.1 sub-paragraph a) above, they will transmit the signed signature page(s) of this Agreement plus a copy of this Agreement to Xxxxxxxx Chance Partnerschaftsgesellschaft(i) Xxxxxx Xxxxxxxxxx, attention Xxxx, Gotshal & Xxxxxx LLP, Xxxxxxxxxxxxxxxxx 00, 00000 Xxxxxx, Xxxxxxx (e-mail to xxxxxx.xxxxxxxx@xxxxxxxxxxxxxx.xxx [XXX] or xxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxx.xxx by facsimilie to [XXX]), (ii) Xxxxxx Xxxxxxxx, Xxxx, Gotshal & Xxxxxx LLP, Xxxxxxxxxxxxxxxxx 00, 00000 Xxxxxx, Xxxxxxx (e-mail to [XXX] or by facsimilie to [XXX]), or (iii) Xxxx-Xxxxxxxxx Xxxx, Xxxx, Gotshal & Xxxxxx LLP, Taunusanlage 1 (Skyper), 60329 Frankfurt am Main, Germany (e-mail to [XXX] or by facsimilie to [XXX]) (each a “"Recipient”"). The Agreement will be considered concluded once one Recipient of the Recipients has actually received the signed signature page(s) including, in each case, with a copy of this Agreement (Zugang der Unterschriftsseite(n)Willenserklärung) from all Parties to this Agreement (whether by way of fax, electronic photocopy or other means of telecommunication) and at the time of the receipt of the last outstanding signature page(s) plus a copy of this Agreement by such one the Recipient.
40.3 c) For the purposes of this Clause 40 25 only, the Parties to this Agreement appoint each Recipient of the Recipients as their attorney (Empfangsvertreter) and expressly allow (gestatten) each Recipient of the Recipients to collect the signed signature page(s) from all and for all Parties to this Agreement. For the avoidance of doubt, each Recipient will have no further duties connected with its position as Recipient. In particular, each Recipient may assume the conformity to the authentic original(s) of the signature page(s) transmitted to it by means of telecommunication, the genuineness of all signatures on the original signature page(s) and the signing authority of the signatories. THIS AGREEMENT has been entered into on the date stated at the beginning of this Agreement.
PART I THE ORIGINAL OBLIGORS Name of Original Borrower Registration number (or equivalent, if any) Name of Original Guarantor Registration number (or equivalent, if any)
PART II THE ORIGINAL LENDERS
PART I CONDITIONS PRECEDENT TO INITIAL UTILISATIONpage(s)/
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Samples: Security Assignment Agreement (Li-Cycle Holdings Corp.)
CONCLUSION OF THIS AGREEMENT (VERTRAGSSCHLUSS). 40.1 The Parties to this Agreement may choose to conclude this Agreement by an exchange of signed signature page(s), transmitted by any means of telecommunication (telekommunikative Übermittlung) such as by way of fax or electronic photocopy.
40.2 If the Parties to this Agreement choose to conclude this Agreement pursuant to Clause 40.1 above, they will transmit the signed signature page(s) of this Agreement to Xxxxxxxx Chance Partnerschaftsgesellschaft, attention to xxxxxx.xxxxxxxx@xxxxxxxxxxxxxx.xxx or xxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxx.xxx (each a “Recipient”). The Agreement will be considered concluded once one Recipient has actually received the signed signature page(s) (Zugang der Unterschriftsseite(n)) from all Parties to this Agreement (whether by way of fax, electronic photocopy or other means of telecommunication) and at the time of the receipt of the last outstanding signature page(s) by such one Recipient.
40.3 For the purposes of this Clause 40 only, the Parties to this Agreement appoint each Recipient as their attorney (Empfangsvertreter) and expressly allow (gestatten) each Recipient to collect the signed signature page(s) from all and for all Parties to this Agreement. For the avoidance of doubt, each Recipient will have no further duties connected with its position as Recipient. In particular, each Recipient may assume the conformity to the authentic original(s) of the signature page(s) transmitted to it by means of telecommunication, the genuineness of all signatures on the original signature page(s) and the signing authority of the signatories. THIS AGREEMENT has been entered into on the date stated at the beginning of this Agreement.
PART I THE ORIGINAL OBLIGORS Name of Original Borrower Registration number (or equivalent, if any) Name of Original Guarantor Registration number (or equivalent, if any)
PART II THE ORIGINAL LENDERS
PART I LENDERS Name of Original Lender Commitment in EUR Treaty Passport Scheme reference number and jurisdiction of tax residence (if applicable) SCHEDULE 2 CONDITIONS PRECEDENT TO INITIAL UTILISATIONPRECEDENT
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CONCLUSION OF THIS AGREEMENT (VERTRAGSSCHLUSS). 40.1 a) This Agreement may be executed in any number of counterparts, and this has the same effect as if the signatures on the counterparts were on a single copy of this Agreement. The Parties to this Agreement may choose to conclude this Agreement by an exchange of signed signature page(s)) plus a copy of this Agreement, transmitted by any means of telecommunication (telekommunikative Übermittlung) such as by way of fax or electronic photocopy.
40.2 b) If the Parties to this Agreement choose to conclude this Agreement pursuant to Clause 40.1 sub-paragraph a) above, they will transmit the signed signature page(s) of this Agreement plus a copy of this Agreement to Xxxxxxxx Chance Partnerschaftsgesellschaft(i) Xxxxxx Xxxxxxxxxx, attention Xxxx, Gotshal & Xxxxxx LLP, Xxxxxxxxxxxxxxxxx 00, 00000 Xxxxxx, Xxxxxxx (e-mail to xxxxxx.xxxxxxxx@xxxxxxxxxxxxxx.xxx [XXX] or xxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxx.xxx by facsimilie to [XXX], (ii) Xxxxxx Xxxxxxxx, Xxxx, Gotshal & Xxxxxx LLP, Xxxxxxxxxxxxxxxxx 00, 00000 Xxxxxx, Xxxxxxx (e-mail to [XXX] or by facsimilie to [XXX]), or (iii) Xxxx-Xxxxxxxxx Xxxx, Xxxx, Gotshal & Xxxxxx LLP, Xxxxxxxxxxxx 0 (Xxxxxx), 00000 Xxxxxxxxx xx Xxxx, Xxxxxxx (e-mail to WEIL:\99698448\10\48555.0006 [XXX] or by facsimilie to [XXX]) (each a “"Recipient”"). The Agreement will be considered concluded once one Recipient of the Recipients has actually received the signed signature page(s) including, in each case, with a copy of this Agreement (Zugang der Unterschriftsseite(n)Willenserklärung) from all Parties to this Agreement (whether by way of fax, electronic photocopy or other means of telecommunication) and at the time of the receipt of the last outstanding signature page(s) plus a copy of this Agreement by such one the Recipient.
40.3 c) For the purposes of this Clause 40 22 only, the Parties to this Agreement appoint each Recipient of the Recipients as their attorney (Empfangsvertreter) and expressly allow (gestatten) each Recipient of the Recipients to collect the signed signature page(s) page(s)/Agreement from all and for all Parties to this AgreementParties. For the avoidance of doubt, each Recipient none of the Recipients will have no further duties connected with its position as Recipient. In particular, each Recipient may assume the conformity to the authentic original(s) of the signature page(s) transmitted to it by means of telecommunication, the genuineness of all signatures on the original signature page(s) and the signing authority of the signatories. THIS AGREEMENT has been entered into on WEIL:\99698448\10\48555.0006 WEIL:\00000000\10\48555.0006 WEIL:\99698448\10\48555.0006 To: [Account Bank] (the date stated at the beginning of this Agreement.
PART I THE ORIGINAL OBLIGORS Name of Original Borrower Registration number "Account Bank") An: [kontoführende Bank] (or equivalent, if any) Name of Original Guarantor Registration number (or equivalent, if anydie "kontoführende Bank")
PART II THE ORIGINAL LENDERS
PART I CONDITIONS PRECEDENT TO INITIAL UTILISATION
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CONCLUSION OF THIS AGREEMENT (VERTRAGSSCHLUSS). 40.1 43.1 The Parties to this Agreement may choose to conclude this Agreement by an exchange of signed signature page(s), transmitted by any means of telecommunication (telekommunikative Übermittlung) such as by way of fax or electronic photocopy.
40.2 43.2 If the Parties to this Agreement choose to conclude this Agreement pursuant to Clause 40.1 43.1 above, they will transmit the signed signature page(s) of this Agreement to Xxxxxxxx Chance PartnerschaftsgesellschaftLxxxxx & Wxxxxxx LLP, attention to xxxxxx.xxxxxxxx@xxxxxxxxxxxxxx.xxx Sxxxxxx.Xxxxxx@xx.xxx or xxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxx.xxx Mxxxxxx.Xxxxxxxxx@xx.xxx (each a “"Recipient”"). The Agreement will be considered concluded once one Recipient has actually received the signed signature page(s) (Zugang der Unterschriftsseite(n)) from all Parties to this Agreement (whether by way of fax, electronic photocopy or other means of telecommunication) and at the time of the receipt of the last outstanding signature page(s) by such one Recipient.
40.3 43.3 For the purposes of this Clause 40 43 only, the Parties to this Agreement appoint each Recipient as their attorney (Empfangsvertreter) and expressly allow (gestatten) each Recipient to collect the signed signature page(s) from all and for all Parties to this Agreement. For the avoidance of doubt, each Recipient will have no further duties connected with its position as Recipient. In particular, each Recipient may assume the conformity to the authentic original(s) of the signature page(s) transmitted to it by means of telecommunication, the genuineness of all signatures on the original signature page(s) and the signing authority of the signatories. THIS AGREEMENT has been entered into on the date stated at the beginning of this Agreement.
PART I THE ORIGINAL OBLIGORS . Name of Original Borrower Registration number (or equivalent, if any) Hxxxxxxxxxx, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #2007110100396 Coperion GmbH HRB 23976 (Local Cxxxx xx Xxxxxxxxx) Xxxxxxxxxxxxx 00, 00000 Xxxxxxxxx, Xxxxxxx Coperion K-Tron (Schweiz) GmbH CHE-105.883.500 Xxxxxxxxxxx 00/00 XX-0000 Xxxxxxxxxx, Xxxxxxxxxxx Rotex Europe Ltd 04307924 (Registered with Companies House) For notices: DTM Legal LLP Archway House Station Road Chester CH1 3DR United Kingdom Office location: Archway House, Station Road, Chester, England, CH1 3DR Name of Original Guarantor Registration number (or equivalent, if any)
PART II THE ORIGINAL LENDERS
PART I CONDITIONS PRECEDENT TO INITIAL UTILISATION) Hxxxxxxxxxx, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #2007110100396 Process Equipment Group, Inc. 20 Xxxx Xxxxx Xxxxxx Xxxxxxx, Xxx Xxxxxx 00000 Xxx Xxxxxx Secretary of State #5278301800 K-Tron Investment Co. 100 Xxxxx Xxxx, Suite 202 Wilmington, Delaware 19802 Delaware Secretary of State #2250493 Hxxxxxxxxxx Luxembourg Inc. 1000 Xxxxxx Xxxxxx Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #3745346 Name of Original Guarantor Registration number (or equivalent, if any) Milacron Plastics Technologies Group LLC 2000 Xxxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #4692536 Milacron Marketing Company LLC 2000 Xxxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #4692541 Milacron LLC 2000 Xxxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #4678052 Name of Original Lender Commitment in EUR Treaty Passport Scheme reference number COMMERZBANK Aktiengesellschaft 115,500,000.00 7/C/25382/DTTP DZ BANK AG Deutsche Zentral-Genossenschaftsbank, Frankfurt am Main, New York Branch 72,000,000.00 7/D/205877/DTTP HSBC Trinkaus & Bxxxxxxxx GmbH 58,000,000.00 7/H/275147/DTTP Skandinaviska Enskilda Banken AB (publ) Frankfurt Branch 50,500,000.00 73/S/42621/DTTP Sumitomo Mitsui Banking Corporation 29,000,000.00 43/S/274647/DTTP TOTAL 325,000,000.00
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CONCLUSION OF THIS AGREEMENT (VERTRAGSSCHLUSS). 40.1 (a) The Parties to this Agreement may choose to conclude this Agreement by an exchange of signed signature page(s), transmitted by any means of telecommunication (telekommunikative Übermittlung) such as by way of fax or electronic photocopy.
40.2 (b) If the Parties to this Agreement choose to conclude this Agreement pursuant to Clause 40.1 paragraph (a) above, they will transmit the signed signature page(s) of this Agreement to Xxxxxxxx Chance PartnerschaftsgesellschaftDeutschland LLP, attention to xxxxxx.xxxxxxxx@xxxxxxxxxxxxxx.xxx xxxxxx.xxxxxxxxx@xxxxxxxxxxxxxx.xxx or xxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxx.xxx (each a “Recipient”). The Agreement will be considered concluded once one Recipient has actually received the signed signature page(s) (Zugang der Unterschriftsseite(n)) from all Parties to this Agreement (whether by way of fax, electronic photocopy or other means of telecommunication) and at the time of the receipt of the last outstanding signature page(s) by such one Recipient.
40.3 (c) For the purposes of this Clause 40 6 (Conclusion of this Agreement (Vertragsschluss)) only, the Parties to this Agreement appoint each Recipient as their attorney (Empfangsvertreter) and expressly allow (gestatten) each Recipient to collect the signed signature page(s) from all and for all Parties to this Agreement. For the avoidance of doubt, each Recipient will have no further duties connected with its position as Recipient. In particular, each Recipient may assume the conformity to the authentic original(s) of the signature page(s) transmitted to it by means of telecommunication, the genuineness of all signatures on the original signature page(s) and the signing authority of the signatories. THIS AGREEMENT has been entered into on the date stated at the beginning of this Agreement.
PART I THE ORIGINAL OBLIGORS Name of Original Borrower Registration number (or equivalent, if any) Name of Original Guarantor Registration number (or equivalent, if any)
PART II THE ORIGINAL LENDERS
PART I CONDITIONS PRECEDENT TO INITIAL UTILISATION
Appears in 1 contract
CONCLUSION OF THIS AGREEMENT (VERTRAGSSCHLUSS). 40.1 (a) This Agreement may be executed in any number of counterparts, and this has the same effect as if the signatures on the counterparts were on a single copy of this Agreement. The Parties to this Agreement may choose to conclude this Agreement by an exchange of signed signature page(s), transmitted by any means of telecommunication (telekommunikative Übermittlung) such as by way of fax or electronic photocopy.
40.2 (b) If the Parties to this Agreement choose to conclude this Agreement pursuant to Clause 40.1 (a) above, they will transmit the signed signature page(s) of this Agreement to Xxxxxxxx Chance PartnerschaftsgesellschaftLxxxxx & Wxxxxxx LLP, Rxxxxxxxx 00, 00000 Xxxxxxxxx xx Xxxx, Xxxxxxx, for the attention to xxxxxx.xxxxxxxx@xxxxxxxxxxxxxx.xxx or xxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxx.xxx of Mxxxxxx Xxxxxxxxx (mxxxxxx.xxxxxxxxx@xx.xxx) and/or Sxxxxxx Xxxxx (sxxxxxx.xxxxxx@xx.xxx) (each a “"Recipient”"). The This Agreement will be considered concluded once one a Recipient has actually received the signed signature page(s) (Zugang der Unterschriftsseite(n)) from all Parties to this Agreement (whether by way of fax, electronic photocopy or other means of telecommunication) and at the time of the receipt of the last outstanding signature page(s) by such one Recipientany of the Recipients.
40.3 (c) For the purposes of this Clause 40 paragraphs (a) to (c) only, the Parties to this Agreement appoint each Recipient as their attorney (Empfangsvertreter) and expressly allow (gestatten) each such Recipient to collect the signed signature page(s) from all and for all Parties to this Agreement. For the avoidance of doubt, each no Recipient will have no further duties connected with its position as Recipient. In particular, each Recipient may assume the conformity to the authentic original(s) of the signature page(s) transmitted to it by means of telecommunication, the genuineness of all signatures on the original signature page(s) and the signing authority of the signatories. THIS AGREEMENT has been entered into on the date stated at the beginning of this Agreement.
PART I THE ORIGINAL OBLIGORS Name of Original Borrower Registration number (or equivalent, if any) Hxxxxxxxxxx, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #2007110100396 Coperion GmbH HRB 23976 (Local Cxxxx xx Xxxxxxxxx) Xxxxxxxxxxxxx 00, 00000 Xxxxxxxxx, Xxxxxxx Coperion K-Tron (Schweiz) GmbH CHE-105.883.500 Xxxxxxxxxxx 00/00 XX-0000 Xxxxxxxxxx, Xxxxxxxxxxx Rotex Europe Ltd 04307924 (Registered with Companies House) For notices: DTM Legal LLP Archway House Station Road Chester CH1 3DR United Kingdom Office location: Archway House, Station Road, Chester, England, CH1 3DR Name of Original Guarantor Registration number (or equivalent, if any)
PART II THE ORIGINAL LENDERS
PART I CONDITIONS PRECEDENT TO INITIAL UTILISATION) Hxxxxxxxxxx, Inc. Oxx Xxxxxxxxxx Xxxxxxxxx Xxxxxxxxxx, Xxxxxxx 00000 Indiana Secretary of State #2007110100396 Process Equipment Group, Inc. 20 Xxxx Xxxxx Xxxxxx Xxxxxxx, Xxx Xxxxxx 00000 Xxx Xxxxxx Secretary of State #5278301800 K-Tron Investment Co. 100 Xxxxx Xxxx, Suite 202 Wilmington, Delaware 19802 Delaware Secretary of State #2250493 Hxxxxxxxxxx Luxembourg Inc. 1000 Xxxxxx Xxxxxx Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #3745346 Name of Original Guarantor Registration number (or equivalent, if any) Milacron Plastics Technologies Group LLC 2000 Xxxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #4692536 Milacron Marketing Company LLC 2000 Xxxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #4692541 Milacron LLC 2000 Xxxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 Delaware Secretary of State #4678052 COMMERZBANK Aktiengesellschaft 115,500,000.00 7/C/25382/DTTP DZ BANK AG Deutsche Zentral-Genossenschaftsbank, Frankfurt am Main, New York Branch 72,000,000.00 7/D/205877/DTTP HSBC Trinkaus & Bxxxxxxxx GmbH 58,000,000.00 7/H/275147/DTTP Skandinaviska Enskilda Banken AB (publ) Frankfurt Branch 50,500,000.00 73/S/42621/DTTP Sumitomo Mitsui Banking Corporation 29,000,000.00 43/S/274647/DTTP TOTAL 325,000,000.00
Appears in 1 contract