Continuing Loans Sample Clauses

Continuing Loans. (a) The parties currently expect that each of the loans secured by Operating Properties will remain outstanding following the Principal Closing. Each such loan that remains outstanding after the Principal Closing is referred to as a “Continuing Loan,” and, collectively, such loans are referred to as the “Continuing Loans.” (b) If any lender or third party identified on Schedule 1.3(b) is unwilling to grant its consent to the transactions contemplated by this Agreement on terms that are acceptable to Forest City (subject to the obligations set forth on Schedule 1.3(b)), then, notwithstanding anything in this Agreement to the contrary, Forest City and the BCR Entities agree to the transactions set forth in Schedule 1.3(b) with respect to the relevant Operating Property.
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Continuing Loans. The BCR Entities have delivered or otherwise made available to Forest City complete and correct copies in all material respects of all loan agreements and other documents relating to the Continuing Loans, as amended to date (the “Loan Documents”). The applicable Property Owners are current in all payments of principal and interest due under each Continuing Loan through the most recent scheduled payment date. To the knowledge of the BCR Entities, each of the Loan Documents is in full force and effect. To the knowledge of the BCR Entities and except with respect to any breach or default for which Forest City has received written notice prior to the date hereof, none of the Property Owners or lenders is in material breach of, or default under, any of the Loan Documents, which breach or default remains uncured on the date hereof. Except as set forth on Schedule 7.2(m) or with respect to any breach or default for which Forest City has received written notice prior to the date hereof, none of the BCR Entities has received, and to the knowledge of the BCR Entities none of the Property Owners has received, any written notice that such Property Owner is in material breach of, or default under, any of the Loan Documents, which breach or default remains uncured on the date hereof. For purposes of this Section 7.2(m), all Continuing Loan documents that are accessible to Forest City through FCRC’s AMT document management system have been deemed to be “made available” to Forest City.
Continuing Loans. Notwithstanding this Amendment, the Loans owing to Lenders by Borrowers under the Loan Agreement that remain outstanding as of the date hereof shall constitute continuing Obligations of all Borrowers under the Loan Agreement and shall continue to be secured by the Collateral, and this Amendment shall not be deemed to evidence or result in a novation, or repayment and reborrowing, of such Loans.
Continuing Loans. Schedule 1.18 sets forth a complete list of all loans made to Existing Entities or Subsidiaries that will remain in effect after the Closing Date (the “Continuing Loans”), including in each case the names of the lender and borrower thereunder and the outstanding principal balance as of December 31, 2009. With respect to each Continuing Loan, (a) the lender has not declared in writing a default or “Event of Default,” (b) the lender has not brought any claim in writing under any guaranty, and (c) to the Principals’ Knowledge, no event has occurred and is pending or is threatened in writing, which, after the giving of notice, with lapse of time, or otherwise, would constitute a material default by the borrower thereunder or give rise to any material claims by the lender under any guaranties provided with respect thereto.
Continuing Loans. Name of Lender Continuing Loans to be held by such Lender after giving effect to the assignments contemplated to be made under the Master Assignment and Assumption Agreement ($) Apple Bank for Savings $ 20,000,000.00 Bank of America, N.A. $ 35,000,000.00 BNP Paribas $ 35,000,000.00 Citibank, N.A. $ 35,000,000.00 HSBC Bank USA, National Association $ 35,000,000.00 Mizuho Bank, Ltd. $ 35,000,000.00 National Bank of Canada $ 35,000,000.00 Standard Chartered Bank $ 35,000,000.00 Xxxxx Fargo Bank, National Association $ 35,000,000.00 Lender Applicable Lending Office APPLE BANK FOR SAVINGS Address: 000 Xxxx 00xx Xxxxxx, 0xx Xxxxx, Xxx Xxxx, XX 00000 Attention: Xxxxxxxx Xxxxx Telephone: +0 000 000 0000 Telecopy: +0 000 000 0000 Email: xxxxxx@xxxxx-xxxx.xxx BANK OF AMERICA, N.A. Address: One Bryant Park, NY 00xx, xxxxx XX 00000 Xxxxxxxxx: Xxxxxx Xxxxxxxxx / Xxxxxxx Xxxxxx Telephone: +0 000 000 0000 or +0 000-000 0000 Telecopy: +0 000 000 0000 Email: xxxxxx.xxxxxxxxx@xxxx.xxx; xxxxxxx.xxxxxx@xxxx.xxx BNP PARIBAS Address: 000 Xxxxxxx Xxxxxx, Xxx Xxxx, XX 00000 Attention: Xxxxx Xx Xxxxx Telephone: +0 000 000 0000 Telecopy: +0 000 000 0000 Email: xxxxx.xxxxxxx@xx.xxxxxxxxxx.xxx CITIBANK N.A. Address: 000 Xxxxxxxx Xxxx, Nassau N 1576, Bahamas Attention: Xxxxxx Xxxxxx Telephone: +0 000 000 0000 Telecopy: +0 000 000 0000 Email: xxxxxx.x.xxxxxx@xxxx.xxx HSBC BANK USA, NATIONAL Address: 000 Xxxxx Xxxxxx, Xxx Xxxx, XX 00000, ASSOCIATION USA Attention: Xxxxxxxxx Xxxxxxxxx Telephone: +0 000 000 0000 Email: xxxxxxxxx.x.xxxxxxxxx@xx.xxxx.xxx Lender Applicable Lending Office MIZUHO BANK, LTD. Address: 1251 Avenue of the Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000 Attention: Xxxxxx Xxxxxxxxx / Xxxxxxxxx XxxXxxxxx Telephone: +0 000 000 0000 / +0 000 000 0000 Telecopy: +0 000 000 0000 / +0 000 000 0000 Email: xxxxxx.xxxxxxxxx@xxxxxxxxxx.xxx / xxxxxxxxx.xxxxxxxxx@xxxxxxxxxx.xxx NATIONAL BANK OF CANADA Address: 000, xxx xx xx Xxxxxxxxxxx Xxxx, 0xx Xxxxx, Xxxxxxxx, Xxxxxx X0X0X0 Attention: Xxxxxxx Szejnberg Telephone: +0 000 000 0000 Telecopy: +0 000 000 0000 Email: xxxxxxxxxxxx.xxxxxxxxx@xxx.xx STANDARD CHARTERED BANK Address: Xxx Xxxxxxx Xxxxxx, 00xx Xxxxx, Xxxxxx, XX 00000, XXX Attention: Xxxxxxx Xxxxxxxxx Telephone: +0 000 000 0000 Telecopy: +0 000 000 0000 Email: xxxxxxx.xxxxxxxxx@xx.xxx XXXXX FARGO BANK, Address: 000 Xxxxx Xxxxxxx Xx., Mailcode: D1053-091, NATIONAL ASSOCIATION Xxxxxxxxx, XX 00000, XXX Attention: Xxxx Xxxxxxx Telephone: +0 000 000 0000 Telecopy: +0 000 000 0000

Related to Continuing Loans

  • Existing Loans Schedule 2.3(j) lists, as of the date hereof, all (i) secured loans encumbering the Properties or any direct or indirect interest in the applicable Contributed Entity and (ii) any other indebtedness of any Contributed Entity or subsidiary (collectively, the “Disclosed Loans”) and the outstanding aggregate principal balance as of the date set forth on Schedule 2.3(j). To the Knowledge of Contributor, no monetary default (beyond applicable notice and cure periods) by any party exists under any of the Disclosed Loans and the documents entered into in connection therewith (collectively, the “Disclosed Loan Documents”) and no non-monetary default (beyond applicable notice and cure periods) by any party exists under any of the Disclosed Loan Documents.

  • Revolving Loans The Borrower shall repay to the Lenders on the Maturity Date the aggregate principal amount of all Revolving Loans outstanding on such date.

  • Existing Loan Seller represents and warrants to Buyer that the Existing Loan is the only indebtedness secured by the Property and that the information contained on Exhibit H is true, correct and complete in all material respects. To Seller’s Knowledge, neither Seller nor any guarantor is in default or breach of any provisions of the documents evidencing the Existing Loan and, to Seller’s Knowledge, no event or circumstance has occurred or exists which but for the passage of time would be a default under the Existing Loan. At Closing, Buyer shall accept the conveyance of the Property subject to the Existing Loan, including, without limitation, all liens securing its payment. If this Contract is still pending, by no later than fifteen (15) days after the Effective Date, Seller shall cause Existing Lender to deliver to Buyer (or for Seller to deliver to Buyer) a complete assumption and application, and thereafter Buyer shall, at its sole cost and expense, during the pendency of this Contract use diligent, commercially reasonable efforts, in cooperation with Seller, to facilitate Buyer’s assumption of the Existing Loan, including, without limitation, promptly furnishing and/or paying for all items required by the holder of the Existing Loan or its servicer to process Buyer’s application and pay all costs required by the holder of the Existing Loan or its servicer (such costs and all other costs and expenses of the holder of the Existing Loan or its servicer to consider, investigate, process, approve and document the transaction contemplated by this Contract, including all application, underwriting, legal, rating agency and assumption fees, being sometimes collectively referred to as the “Assumption Costs”); provided, however, in no event shall the Assumption Costs include any legal fees of Seller’s own counsel or legal fees of Existing Lender’s counsel necessitated by Seller’s negotiation of the Assumption Documents or necessitated by Seller’s pursuit of an exchange contemplated by Section 16.14 hereof. In addition, any assumption fee based solely on the amount of the Existing Loan need not be paid until Closing. Such efforts by Buyer shall include causing Buyer’s rights under this Contract to be assigned by no later than Closing to a single purpose entity or other special purpose entity as required by the holder of the Existing Loan or its servicer and causing an appropriate guarantor (“New Guarantor”) to become a guarantor of any non-recourse carveouts and environmental indemnitees of the Existing Loan in place and stead of the principals of Seller from and after the Closing Date. If the Assumption Documents require that Buyer or New Guarantor give representations or warranties to Existing Lender with respect to matters affecting the Property prior to Closing, Seller and such principals of Seller currently liable therefor shall indemnify, defend and hold harmless Buyer and New Guarantor from all claims from Existing Lender and all damages, costs and expenses owed to Existing Lender as a result of a breach thereof, provided that the representations and warranties so made are limited to reasonable matters affecting the Property prior to Closing. Except as expressly provided in this Section 4.4, Buyer, and not Seller, shall be responsible for all costs, fees and expenses incurred or payable as a result of the Assumption Costs and complying with the requirements of the Existing Loan for an assumption, and Buyer hereby agrees to indemnify, defend and hold harmless Seller from all of said costs, fees and expenses. Buyer’s foregoing indemnity regarding the Assumption Costs shall survive Closing and any termination of this Contract. The liens, assignments and security interests of the Existing Loan shall each be Permitted Exceptions (as shall be the Assumption Document to be executed at Closing).

  • The Revolving Loans (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Revolving Loans to the Borrower from time to time on any Business Day during the period from the date hereof until the Termination Date applicable to such Lender in an aggregate outstanding amount not to exceed at any time such Lender’s Available Commitment at such time. Within the limits of each Lender’s Commitment and as hereinabove and hereinafter provided, including without limitation Section 2.01(b), the Borrower may request a Borrowing hereunder, and repay or prepay Revolving Loans pursuant to Section 2.14 and utilize the resulting increase in the Available Commitments for further Extensions of Credit in accordance with the terms hereof. (b) In no event shall the Borrower be entitled to request or receive any Borrowing that (i) would exceed the Available Commitments or (ii) would cause the Outstanding Credits to exceed the Commitments.

  • Delayed Draw Term Loans Subject to the terms and conditions set forth in this Agreement and in the other Loan Documents (including, for avoidance of doubt, satisfaction of the conditions precedent set forth in Exhibit B attached hereto on the Closing Date and Exhibit E attached hereto on the applicable Delayed Draw Funding Date), the Initial Lender agrees to make delayed draw term loans to Borrower at any time and from time to time during the Availability Period (each, a “Delayed Draw Term Loan” and collectively, the “Delayed Draw Term Loans”); provided that the aggregate principal amount of all Delayed Draw Term Loan Notes shall not exceed the Maximum Delayed Draw Term Loan Principal Amount. Delayed Draw Term Loans may be funded at Xxxxxxxx’s request in multiple Advances made during the Availability Period and repaid in accordance with the terms of this Agreement and each Delayed Draw Term Loan Note. Whenever Borrower desires to incur a Delayed Draw Term Loan hereunder, Borrower shall give Administrative Agent at least five (5) Business Days’ (or such shorter period agreed to by Administrative Agent in its sole discretion) prior written notice of such Delayed Draw Term Loan to be incurred hereunder specifying the principal amount of such Delayed Draw Term Loan to be incurred and the date of such Advance (which shall be a Business Day). Each Delayed Draw Term Loan will be evidenced by a Delayed Draw Term Loan Note appropriately completed in accordance with the terms of the form of Delayed Draw Term Loan Note attached hereto as Exhibit G to include the applicable interest rate and required amortization payments; provided that the aggregate principal amount of all Delayed Draw Term Loan Notes shall not exceed the Maximum Delayed Draw Term Loan Principal Amount. Interest on each Delayed Draw Term Loan shall accrue commencing on the Delayed Draw Funding Date for such Delayed Draw Term Loan at a per annum rate equal to the Term SOFR Rate plus 5.95%. Xxxxxxxx agrees to repay the Delayed Draw Term Loans, with interest, in accordance with the Delayed Draw Term Loan Notes, this Agreement, and the other Loan Documents. The obligation of Borrower to repay the Delayed Draw Term Loans, together with interest as provided in this Agreement and in each Delayed Draw Term Loan Note, shall commence upon the funding of each Delayed Draw Term Loan on the Delayed Draw Funding Date for such Delayed Draw Term Loan and shall be unconditional. Borrower hereby accepts each Delayed Draw Term Loan requested by Borrower on the Delayed Draw Funding Date for such Delayed Draw Term Loan, subject to and upon the terms and conditions set forth herein.

  • Repayment with Revolving Loans On any day on which the Borrower shall have requested, or been deemed to have requested, a Revolving Loan to reimburse a drawing under a Letter of Credit, the Administrative Agent shall give notice to the Revolving Lenders that a Revolving Loan has been requested or deemed requested in connection with a drawing under a Letter of Credit, in which case a Revolving Loan borrowing comprised entirely of Alternate Base Rate Loans (each such borrowing, a “Mandatory LOC Borrowing”) shall be made (without giving effect to any termination of the Commitments pursuant to Section 7.2) pro rata based on each Revolving Lender’s respective Revolving Commitment Percentage (determined before giving effect to any termination of the Commitments pursuant to Section 7.2) and the proceeds thereof shall be paid directly to the Administrative Agent for the account of the Issuing Lender for application to the respective LOC Obligations. Each Revolving Lender hereby irrevocably agrees to make such Revolving Loans on the day such notice is received by the Revolving Lenders from the Administrative Agent if such notice is received at or before 2:00 P.M., otherwise such payment shall be made at or before 12:00 P.M. on the Business Day next succeeding the day such notice is received, in each case notwithstanding (i) the amount of Mandatory LOC Borrowing may not comply with the minimum amount for borrowings of Revolving Loans otherwise required hereunder, (ii) whether any conditions specified in Section 4.2 are then satisfied, (iii) whether a Default or an Event of Default then exists, (iv) failure for any such request or deemed request for Revolving Loan to be made by the time otherwise required in Section 2.1(b), (v) the date of such Mandatory LOC Borrowing, or (vi) any reduction in the Revolving Committed Amount after any such Letter of Credit may have been drawn upon. In the event that any Mandatory LOC Borrowing cannot for any reason be made on the date otherwise required above (including, without limitation, as a result of the occurrence of a Bankruptcy Event), then each such Revolving Lender hereby agrees that it shall forthwith fund its Participation Interests in the outstanding LOC Obligations on the Business Day such notice to fund is received by such Revolving Lender from the Administrative Agent if such notice is received at or before 2:00 P.M., otherwise such payment shall be made at or before 12:00 Noon on the Business Day next succeeding the Business Day such notice is received; provided, further, that in the event any Lender shall fail to fund its Participation Interest as required herein, then the amount of such Revolving Lender’s unfunded Participation Interest therein shall automatically bear interest payable by such Revolving Lender to the Administrative Agent for the account of the Issuing Lender upon demand, at the rate equal to, if paid within two (2) Business Days of such date, the Federal Funds Effective Rate, and thereafter at a rate equal to the Alternate Base Rate.

  • Borrowings to Repay Swing Loans PNC may, at its option, exercisable at any time for any reason whatsoever, demand repayment of the Swing Loans, and each Lender shall make a Revolving Credit Loan in an amount equal to such Lender’s Ratable Share of the aggregate principal amount of the outstanding Swing Loans, plus, if PNC so requests, accrued interest thereon, provided that no Lender shall be obligated in any event to make Revolving Credit Loans in excess of its Revolving Credit Commitment minus its Ratable Share of Letter of Credit Obligations. Revolving Credit Loans made pursuant to the preceding sentence shall bear interest at the Base Rate Option and shall be deemed to have been properly requested in accordance with Section 2.5.1 [Revolving Credit Loan Requests] without regard to any of the requirements of that provision. PNC shall provide notice to the Lenders (which may be telephonic or written notice by letter, facsimile or telex) that such Revolving Credit Loans are to be made under this Section 2.6.5 and of the apportionment among the Lenders, and the Lenders shall be unconditionally obligated to fund such Revolving Credit Loans (whether or not the conditions specified in Section 2.5.1 [Revolving Credit Loan Requests] are then satisfied) by the time PNC so requests, which shall not be earlier than 3:00 p.m. on the Business Day next after the date the Lenders receive such notice from PNC.

  • Revolving Loan Borrowings During the Revolving Commitment Period, subject to the terms and conditions hereof, each Revolving Credit Lender severally agrees to make Revolving Loans denominated in Dollars to the Borrowers (on a joint and several basis) in an aggregate amount not to exceed at any time outstanding the amount of such Xxxxxx’s Revolving Commitment; provided, that after giving effect to the making of any Revolving Loans, (i) in no event shall the aggregate amount of Revolving Exposure exceed the aggregate amount of Revolving Commitments then in effect and (ii) no Lender’s Revolving Exposure shall exceed such Xxxxxx’s Revolving Commitment. Subject to the terms and conditions hereof, amounts borrowed pursuant to this Section 2.01(c) may be repaid and reborrowed during the Revolving Commitment Period. Revolving Loans may be Base Rate Loans or SOFR Loans as further provided herein.

  • Term Loans Subject to the terms and conditions of this Agreement, on the Closing Date, each Lender then party to this Agreement severally (and not jointly) made a term loan to Borrowers (collectively, the “Existing Term Loans”) in an amount equal to $20,000,000. Subject to the terms and conditions of this Agreement and the First Amendment, on the First Amendment Effective Date, each Lender severally (and not jointly) agrees to make an additional term loan to Borrowers (collectively, the “First Amendment Term Loans”) in an amount equal to such Lxxxxx’s Term Loan Commitment, such that after giving effect to the First Amendment on the First Amendment Effective Date, the aggregate principal amount of the Term Loans hereunder shall be $40,000,000. Subject to the terms and conditions of this Agreement and the Second Amendment, on the Second Amendment Effective Date, each Lender severally (and not jointly) agrees to make an additional term loan to Borrowers (collectively, the “Second Amendment Term Loans,” and together with the Existing Term Loan and the First Amendment Term Loans, collectively, the “Term Loans”), in an amount equal to such Lxxxxx’s Term Loan Commitment, such that after giving effect to the Second Amendment on the Second Amendment Effective Date, the aggregate principal amount of the Term Loans hereunder shall be $60,000,000. All Term Loans shall be made in and repayable in Dollars. Amounts repaid in respect of Term Loans may not be reborrowed, and upon each Lender’s making of the Second Amendment Term Loans on the Second Amendment Effective Date, any then outstanding Term Loan Commitment of such Lender shall be terminated (it being understood and agreed that the initial Term Loan Commitments of $20,000,000, under and as defined in this Agreement as in effect on the Closing Date, were reduced to $0 upon the funding of the Existing Term Loans on the Closing Date and the Term Loan Commitments of $20,000,000, under and as defined in this Agreement as in effect on the First Amendment Effective Date, were reduced to $0 upon the funding of the First Amendment Term Loans on the First Amendment Effective Date).

  • Reserves on Eurodollar Rate Loans The Borrower shall pay to each Lender, as long as such Lender shall be required to maintain reserves with respect to liabilities or assets consisting of or including Eurocurrency funds or deposits (currently known as “Eurocurrency liabilities”), additional interest on the unpaid principal amount of each Eurodollar Rate Loan equal to the actual costs of such reserves allocated to such Loan by such Lender (as determined by such Lender in good faith, which determination shall be conclusive), which shall be due and payable on each date on which interest is payable on such Loan, provided the Borrower shall have received at least 10 days’ prior notice (with a copy to the Administrative Agent) of such additional interest from such Lender. If a Lender fails to give notice 10 days prior to the relevant Interest Payment Date, such additional interest shall be due and payable 10 days from receipt of such notice.

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