Common use of Evidence of Debt Clause in Contracts

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower to such Lender resulting from each Advance made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower to repay the Advances in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and control. (d) Any Lender may request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Loan and Guaranty Agreement (Safeguard Scientifics Inc), Loan and Guaranty Agreement (Safeguard Scientifics Inc)

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Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing indebtedness of the Indebtedness of Borrower to such Lender resulting from each Advance made by Revolving Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(c), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Advance Revolving Loan made hereunderhereunder and any Note evidencing such Revolving Loan, the Type of such Revolving Loan and each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender’s share thereof. (c) The entries made in the Register and the accounts of each Lender maintained pursuant to Section 2.12(a3.14(a) or Section 2.12(b) shall shall, to the extent permitted by Requirements of Law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Advances Revolving Loans made to the Borrower by such Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may The Borrower agrees that, upon the request that Advances made to the Administrative Agent by it be evidenced by a promissory note substantially in any Lender, the form of Exhibit C hereto. In such event, Borrower shall will execute and deliver to such Lender a promissory note payable to of the order Borrower evidencing any Revolving Loan of such Lender (or, if requested by such Lender, substantially in the form of Exhibit F, with appropriate insertions as to such Lender date and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)principal amount.

Appears in 2 contracts

Samples: Credit Agreement, Credit Agreement (Access Midstream Partners Lp)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class and Type thereof and, if applicable, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) 2.11 shall be prima facie evidence conclusive, absent manifest error, of the existence and amounts of the obligations recorded therein; provided provided, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request through the Administrative Agent that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, or if requested by such Lender, to such Lender and its registered assigns) and in a the form furnished by the Collateral Agent and reasonably acceptable to Borrower. of Exhibit G. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.4) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Junior Lien Term Loan Credit Agreement (Forterra, Inc.), Senior Lien Term Loan Credit Agreement (Forterra, Inc.)

Evidence of Debt. (a) Each The Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such the Lender resulting from each Advance Loan made by such the Lender, including the amounts of principal and interest payable and paid to such the Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) . The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(bthis paragraph (ii) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any the Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loan in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and control. (d) Any Credit Agreement. The Lender may request that Advances the Loan made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such the Lender a promissory note payable to the order of such the Lender (or, if requested by such the Lender, to such the Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower). Thereafter, the Advances Loan evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.157.2(b)) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (Hoku Corp), Credit Agreement (Hoku Corp)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness Obligations of Borrower the Borrowers to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, if any, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower the Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to paragraph (a) and (b) of this Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, Borrower the Borrowers shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (Altair Engineering Inc.), Credit Agreement (Altair Engineering Inc.)

Evidence of Debt. (a) Each The indebtedness of the Borrower resulting from the Loans made by each Lender from time to time shall maintain in accordance with its usual practice an account be evidenced by one or more accounts evidencing the Indebtedness of Borrower to or records maintained by such Lender resulting from each Advance made by such Lenderand the Agent in the ordinary course of business, including including, without limitation, the amounts of principal and interest payable and paid to such Lender from time to time hereunder. . The Borrower hereby irrevocably authorizes the Agent and the Lenders to make, or cause to be made, at or about the time of the Drawdown Date of any Loan or at the time of receipt of any payment thereof, an appropriate notation on the Agent’s and the Lender’s records reflecting the making of such Loan or (bas the case may be) the receipt of such payment. The Administrative Agent shall maintain accounts or records in accordance with its usual practice in which it shall record record: (i) the date and the amount of each Advance Loan made hereunder, the Type of such Loan, and, if appropriate, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender’s share thereof. (c) . The entries made in accounts or records maintained by the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) Agent and each Lender shall be prima facie evidence of the existence and amounts of the obligations Obligations recorded therein; provided that (i) therein and shall be conclusive absent manifest error of the amount of the Loans made by the Lenders to the Borrower and the interest and payments thereon. Any failure of any Lender or the Administrative Agent to maintain such accounts so record or any error therein in doing so shall not in any manner not, however, limit or otherwise affect the obligation of the Borrower hereunder or under the Notes, if any, to repay pay any amount owing with respect to the Advances in accordance with the terms of this Agreement and (ii) in Obligations. In the event of any conflict between the entries made in the accounts and records maintained pursuant to Section 2.12(a) by any Lender and the accounts maintained pursuant to Section 2.12(band records of the Agent in respect of such matters, the accounts and records of the Agent shall control in the absence of manifest error. The Borrower agrees that upon the request of any Lender made through the Agent (whether for purposes of pledge, enforcement or otherwise), the accounts maintained pursuant to Section 2.12(b) shall govern and control. (d) Any Lender may request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall promptly execute and deliver to such Lender (through the Agent) a promissory note Revolving Credit Note, a Term Loan Note and/or a Swing Loan Note, as applicable, payable to the order of such Lender, which shall evidence such Lender’s Loans in addition to such accounts or records. Each Lender may attach schedules to its Notes and endorse thereon the date, Type (orif applicable), amount and maturity of its Loans and payments with respect thereto. All references to Notes in the Loan Documents shall mean Notes, if requested by such Lenderany, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)extent issued hereunder.

Appears in 2 contracts

Samples: Credit Agreement (GTJ Reit, Inc.), Senior Secured Credit Agreement (Healthcare Trust, Inc.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to paragraph (d) of this Section 2.12(a) or Section 2.12(b) shall be be, absent manifest error, prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) Agreement; and, provided, further that in the event of any conflict inconsistency between the entries made Register and any Lender’s records, the recordations in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) Register shall govern and controlgovern. (d) Any Lender may request that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)form.

Appears in 2 contracts

Samples: Debtor in Possession Credit Agreement (Tuesday Morning Corp/De), Commitment Letter (Tuesday Morning Corp/De)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower the Company to such Lender resulting from each Advance Loan made or continued hereunder by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made or continued hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower the Company to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) 2.08 shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower the Company to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made or continued by it hereunder be evidenced by a promissory note substantially in the form of Exhibit C heretonote(s). In such event, Borrower the Company, at its own expense, shall prepare, execute and deliver to such Lender a promissory note note(s) payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Administrative Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note note(s) shall be evidence of such Loans (and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes amounts payable in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assignsrespect thereof).

Appears in 2 contracts

Samples: Credit Agreement (Be Aerospace Inc), Credit Agreement (Be Aerospace Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance its portion of the Term Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount date, amount, maturity date and interest rate of each Advance made Loan hereunder, the Type thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aclause (a) or (b) of this Section 2.12(b) 2.05 shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances the portion of the Term Loan made by it to the Borrower be evidenced by a promissory note substantially in of the form of Exhibit C heretoBorrower. In such event, the Borrower shall prepare, execute and deliver to such Lender a one or more promissory note notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished approved by the Collateral Administrative Agent and reasonably acceptable to Borrower. Thereafter, (the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns“Notes”).

Appears in 2 contracts

Samples: Credit Agreement (Newell Rubbermaid Inc), Credit Agreement (Newell Rubbermaid Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower the Borrowers to such Lender resulting from each Advance made by Loan of, and Reimbursement Obligations owed to, such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Term Loan Administrative Agent shall maintain accounts in accordance with its usual practice in which it shall record (iA) the amount of each Advance Term Loan made hereunderand, if a Eurodollar Rate Loan, the Interest Period applicable thereto, (iiB) the amount of any principal or interest due and payable or to become due and payable from Borrower by the Borrowers to each Term Lender hereunder and (iiiC) the amount of any sum received by the Term Loan Administrative Agent hereunder for from the account Borrowers, whether such sum constitutes principal or interest (and the type of Term Loan to which it applies), fees, expenses or other amounts due under the Lenders Loan Documents and each Term Lender’s share thereof, if applicable. (c) The entries made in the accounts maintained pursuant to Section 2.12(aclauses (a) or Section 2.12(band (b) shall above shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the any Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of Borrower the Borrowers to repay the Advances Loans and Reimbursement Obligations in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of this Agreement, if any Term Lender may request requests that Advances made by it be evidenced by a Borrower execute and deliver a promissory note or notes payable to such Lender in order to evidence the Indebtedness owing to such Lender by the Borrowers hereunder, such Borrower shall promptly execute and deliver a Note or Notes to such Lender evidencing any Term Loans of such Lender substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).B.

Appears in 2 contracts

Samples: Credit Agreement (McDermott International Inc), Superpriority Senior Secured Credit Agreement (McDermott International Inc)

Evidence of Debt. (a1) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrower to such Lender resulting from each Advance Borrowing made by such LenderLender hereunder, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b2) The Administrative Agent shall maintain accounts in which it shall record (ia) the amount of each Advance Borrowing made hereunder, the applicable Commitments under which each Borrowing is made, the class and Type thereof and, in the case of LIBO Rate Loans, the relevant Interest Period, applicable thereto, (iib) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iiic) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. The Administrative Agent and the Lenders shall, upon the request of the Borrower, provide to the Borrower copies of all relevant entries made in the accounts maintained pursuant to Sections 2.8(1) and (2). (c3) The entries made in the accounts maintained pursuant to Section 2.12(aSections 2.8(1) or Section 2.12(band (2) shall be prima facie conclusive evidence (absent manifest error) of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Borrowings in accordance with the terms of this Agreement and (ii) in Agreement. In the event of any a conflict between the entries made in records maintained by the accounts maintained pursuant to Section 2.12(a) Administrative Agent and the accounts maintained pursuant to Section 2.12(b)any Lender, the accounts records maintained pursuant to Section 2.12(b) by the Administrative Agent shall govern and controlgovern. (d4) Any Lender may request that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) substantially in a the form furnished by the Collateral Agent and reasonably acceptable to Borrowerof Exhibit D hereto. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.4) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Fifth Amendment Agreement (Eldorado Gold Corp /Fi), Credit Agreement (Eldorado Gold Corp /Fi)

Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Loan of such Lender on the Maturity Date. (b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (bc) The Administrative Agent shall maintain accounts in which it shall will record (i) the amount of each Advance Loan made hereunder, (ii) the type thereof, (iii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iiiiv) the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender’s share thereof. The Administrative Agent shall maintain at one of its offices in The City of New York a register for the recordation of the names and addresses of the Lenders, and the Commitment of, and principal amount of the Loans owing to, each Lender pursuant to the terms hereof from time to time (the “Register”). The entries in the Register shall be conclusive (absent manifest error) and the Borrower, the Administrative Agent, the Collateral Agent and the Lenders may treat each person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Agreement, notwithstanding notice to the contrary. The Register shall be available for inspection by the Borrower, the Collateral Agent and any Lender, at any reasonable time and from time to time upon reasonable prior notice. (cd) The In the absence of manifest error, the entries made in the accounts maintained pursuant to Section 2.12(aparagraphs (b) or Section 2.12(band (c) above shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein recorded; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlhereof. (de) Any Lender may request that Advances Loans made by it hereunder be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) assigns and in a form furnished by the Collateral Agent and substance reasonably acceptable to the Administrative Agent and the Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (Consumer Portfolio Services Inc), Credit Agreement (Consumer Portfolio Services Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of Borrower the Company to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunderhereunder and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower the Company to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (b) or (c) of this Section 2.12(b) 2.12 shall be prima facie PRIMA FACIE evidence of the existence and amounts of the obligations recorded therein; provided PROVIDED that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower the Company to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request through the Administrative Agent that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, Borrower the Company shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.1512.3) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (Jacor Communications Inc), Credit Agreement (Efm Programming Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereundertime. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the type thereof and each Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to subsections (b) and (c) of this Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the any failure of by any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the Borrower's obligation of Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it be evidenced by a one or more promissory note substantially in the form of Exhibit C heretonotes. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note note(s) payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note note(s) and interest thereon shall at all times (including after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (United States Steel Corp), Term Loan Agreement (United States Steel Corp)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of each Borrower to such Lender resulting from each Advance made Loan made, and each Foreign Credit Instrument issued, by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent Agent, on behalf of the Borrowers, shall maintain accounts the Register pursuant to Section 9.4(c) and a subaccount for each Lender in which it shall record (i) the amount of each Advance Loan made hereunderhereunder (whether or not evidenced by a promissory note), the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or and/or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. The Foreign Trade Facility Agent shall maintain records in which it shall record all relevant details about each Foreign Credit Instrument issued hereunder and, upon the request of the Administrative Agent, the Foreign Trade Facility Agent shall make such records (or copies thereof) available to the Administrative Agent. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative any Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of any Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Upon the request of any Lender may request that Advances made by it be evidenced by a promissory note substantially in through the form of Exhibit C hereto. In such eventAdministrative Agent, the Parent Borrower shall execute and deliver to such Lender (through the Administrative Agent) a promissory note payable to the order of such Lender (ornote, if requested by which shall evidence such Lender, ’s Loans in addition to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borroweraccounts or records. Thereafter, the Advances evidenced by Each such promissory note shall (i) in the case of Domestic Revolving Loans, be in the form of Exhibit J (a “Domestic Revolving Note”), (ii) in the case of Global Revolving Loans, be in the form of Exhibit K (a “Global Revolving Note”), (iii) in the case of Swingline Loans, be in the form of Exhibit L (a “Swingline Note”), and interest (iv) in the case of Term Loans, be in the form of Exhibit M (a “Term Note”). Each Lender may attach schedules to its Note and endorse thereon shall at all times the date, Type (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order if applicable), amount, currency and maturity of the payee named therein (or, if such promissory note is a registered note, to such payee its Loans and its registered assigns)payments with respect thereto.

Appears in 2 contracts

Samples: Credit Agreement (SPX Corp), Credit Agreement (SPX Corp)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the Indebtedness Debt of any Borrower to such Lender resulting from each Advance Loan made by such LenderLender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) under this Agreement. The Administrative Agent and the Canadian Funding Agent, as applicable, shall maintain accounts appropriate records in which it shall record be recorded (i) the Commitment of each Lender, (ii) the amount of each Advance Loan made hereunderhereunder by each Lender, the Type thereof and the Interest Period applicable thereto, (iiiii) the date of each continuation thereof pursuant to Section 4.2 or 3.4(e) or (f), (iv) the date of each conversion of all or a portion thereof to another Type pursuant to Section 4.2 or 3.4(e) or (f), (v) the date and amount of any principal or interest due and payable or to become due and payable from such Borrower to each Lender hereunder in respect of such Loans and (iiivi) both the date and amount of any sum received by the Administrative Agent or the Canadian Funding Agent, as applicable, hereunder for from the account Borrowers in respect of the Lenders Loans and each Lender’s share Pro Rata Share thereof. (c) . The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) such records shall be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrowers therein recorded; provided provided, that (i) the failure or delay of any Lender Lender, the Canadian Funding Agent or the Administrative Agent to maintain in maintaining or making entries into any such accounts record or any error therein shall not in any manner affect the obligation of Borrower the Borrowers to repay the Advances Loans (both principal and unpaid accrued interest) of such Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (db) Any At the request of any Lender may request (including any Swing Line Lender) at any time, each Borrower agrees that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall will execute and deliver to such Lender a promissory note Note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Revolving Credit Agreement (Corn Products International Inc), Revolving Credit Agreement (Corn Products International Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower indebtedness to such Lender resulting from each Advance Loan made by such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts in which it shall will record (i) the amount of each Advance Loan made hereunder, the Class and Type of each Loan and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower the Borrowers to each Lender hereunder and hereunder, (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereofthereof and (iv) the amount of any interest thereon payable from the Borrowers to each Lender hereunder. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraphs (a) or Section 2.12(band (b) shall above shall, absent manifest error and to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereintherein recorded; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of this Agreement, in the event any Lender may shall request that Advances a Note evidencing the Loans made by it be evidenced by hereunder, the Borrowers shall deliver such a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note Note or Notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by , and the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced interests represented by such promissory note and interest thereon Note or Notes shall at all times (including after any assignment of all or part of such interests pursuant to Section 13.1510.07) be represented by one or more promissory notes in such form Notes payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and or its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (Equistar Chemicals Lp), Credit Agreement (Lyondell Chemical Co)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower the Borrowers to such Lender resulting from each Advance made by Term Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts in accordance with its usual practice in which it shall record (i) the amount of each Advance Term Loan made hereunderand, if a Eurodollar Rate Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower by the Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account of Borrowers, whether such sum constitutes principal or interest, fees, expenses or other amounts due under the Lenders Loan Documents and each Lender’s share Ratable Portion thereof, if applicable. (c) The entries made in the accounts maintained pursuant to clauses (a) and (b) of this Section 2.12(a) or Section 2.12(b) shall 2.7 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of Borrower the Borrowers to repay the Advances Term Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that Advances made by it be evidenced by the Borrowers execute and deliver a promissory note substantially or notes payable to such Lender in order to evidence the form of Exhibit C hereto. In Indebtedness owing to such eventLender by the Borrowers hereunder, Borrower shall the Borrowers will promptly execute and deliver a Term Loan Note or Term Loan Notes to such Lender a promissory note payable to the order evidencing any Term Loans of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Tousa Inc), Second Lien Term Loan Credit Agreement (Tousa Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower indebtedness to such Lender resulting from each Advance Loan made by such LenderLender from time to time and any Deferred Amounts payable to such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Servicing Agent shall maintain accounts in which it shall will record (i) the amount of each Advance Loan made hereunder, the Class and Type of each Loan and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and hereunder, (iii) the amount of any sum received by the Administrative Servicing Agent hereunder for the account of the Lenders and each Lender’s 's share thereofthereof and (iv) the amount of any Deferred Amount and interest thereon payable from the Borrower to each Lender hereunder. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraphs (a) or Section 2.12(band (b) shall above shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereintherein recorded; provided provided, however, that (i) the failure of any Lender or the Administrative Servicing Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of this Agreement, in the event any Lender may shall request that Advances a Note evidencing the Loans made by it be evidenced by a promissory note substantially in hereunder, the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note Note or Notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by , and the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced interests represented by such promissory note and interest thereon Note or Notes shall at all times (including after any assignment of all or part of such interests pursuant to Section 13.159.07) be represented by one or more promissory notes in such form Notes payable to the order of the ---- payee named therein (or, if such promissory note is a registered note, to such payee and or its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (Lyondell Chemical Co), Credit Agreement (Equistar Chemicals Lp)

Evidence of Debt. (a) Each Domestic Lender shall maintain in accordance with its usual practice an account or accounts evidencing indebtedness of the Indebtedness of Borrower Company to such Domestic Lender resulting from each Advance made by Domestic Term Loan of such LenderDomestic Lender from time to time, including the amounts of principal and interest payable and paid to such Domestic Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts the Register pursuant to subsection 18.6(d), and a subaccount therein for each Domestic Lender, in which it shall record be recorded (i) the amount of each Advance Domestic Term Loan made hereunderhereunder and each Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower the Company to each Domestic Lender hereunder under the Domestic Term Loans and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account Company in respect of principal of or interest on the Lenders Domestic Term Loans, and the amount of each Domestic Lender’s 's share thereof. (c) The entries made in the Register and the accounts of each Domestic Lender maintained pursuant to Section 2.12(asubsection 2.4(a) or Section 2.12(b) shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Company therein recorded; provided provided, however, that (i) the failure of any Domestic Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of Borrower the Company to repay (with applicable interest) the Advances Domestic Term Loan made to the Company by such Domestic Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any The Company agrees that, upon the request to the Agent by any Domestic Lender, the Company will execute and deliver to such Domestic Lender may request that Advances made by it be evidenced by a promissory note of the Company evidencing the Domestic Term Loan of such Domestic Lender, substantially in the form of Exhibit C hereto. In such eventA-1, Borrower shall execute with appropriate insertions as to date and deliver to such Lender principal amount (a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns"Domestic Term Loan Note").

Appears in 2 contracts

Samples: Credit and Guarantee Agreement (Remington Products Co LLC), Credit and Guarantee Agreement (Remington Products Co LLC)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it be evidenced by a one or more promissory note notes in substantially in the form of Exhibit C hereto. D. In such event, the Borrower shall prepare, execute and deliver to such Lender a one or more promissory note notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a substantially the form furnished by the Collateral Agent and reasonably acceptable to Borrower. of Exhibit D. Thereafter, the Advances Loans evidenced by such promissory note note(s) and interest thereon shall at all times (including after assignment pursuant to Section 13.1510.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Amendment and Restatement Agreement (Cooper Companies Inc), Amendment and Restatement Agreement (Cooper Companies Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower the Borrowers to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts in accordance with its usual practice in which it shall record (i) the amount of each Advance Loan made hereunderand, if a Eurodollar Rate Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower by the Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account of Borrowers, whether such sum constitutes principal or interest, fees, expenses or other amounts due under the Lenders Loan Documents and each Lender’s share Ratable Portion thereof, if applicable. (c) The entries made in the accounts maintained pursuant to clauses (a) and (b) of this Section 2.12(a) or Section 2.12(b) shall 2.7 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that Advances made by it be evidenced by the Borrowers execute and deliver a promissory note or notes payable to such Lender in order to evidence the Indebtedness owing to such Lender by the Borrowers hereunder, the Borrowers will promptly execute and deliver a Revolving Credit Note or Revolving Credit Notes to such Lender evidencing any Revolving Loans of such Lender, substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).C.

Appears in 2 contracts

Samples: Credit Agreement (Technical Olympic Usa Inc), Amendment Agreement (Tousa Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereundertime. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the type thereof and each Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to subsections ‎(a) and ‎(b) of this Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the any failure of by any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the Borrower’s obligation of Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in Agreement; provided, further, that if such accounts are inconsistent with the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b)Register, the accounts maintained pursuant to Section 2.12(b) Register shall govern and controlprevail (absent manifest error). (d) Any Lender may request that Advances Loans made by it be evidenced by a one or more promissory note substantially in the form of Exhibit C heretonotes. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note note(s) payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) assigns and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note note(s) and interest thereon shall at all times (including after assignment pursuant to Section 13.15‎Section 9.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (United States Steel Corp), Credit Agreement (United States Steel Corp)

Evidence of Debt. (a) [Intentionally Omitted]. (b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance the Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (bc) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunderhereunder and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (cd) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (b) or (c) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (de) Any Lender may request that Advances Loans made by it to the Borrower be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if any such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (Dentsply International Inc /De/), Credit Agreement (Dentsply International Inc /De/)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower the Borrowers to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts in accordance with its usual practice in which it shall will record (i) the amount of each Advance Loan made hereunderand, if a Eurocurrency Rate Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower by the Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrowers and each Lender’s 's share thereof, if applicable. (c) The entries made in the accounts maintained pursuant to clauses (a) and (b) of this Section 2.12(a) or Section 2.12(b) shall 2.8 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that Advances made by it be evidenced by the Borrowers execute and deliver a promissory note or notes payable to such Lender in order to evidence the Indebtedness owing to such Lender by the Borrowers hereunder (including any additional Term Loans funded on a Facilities Increase Effective Date), the Borrowers will promptly execute and deliver a Note or Notes to such Lender evidencing any Term Loans and Revolving Loans, as the case may be, of such Lender, substantially in the form forms of Exhibit C hereto. In such eventB-1 or B-2, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)respectively.

Appears in 2 contracts

Samples: Credit Agreement (Oxford Automotive Inc), Credit Agreement (Oxford Automotive Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereundertime. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the type thereof and each Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to subsections (b) and (c) of this Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the any failure of by any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the Borrower’s obligation of Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it be evidenced by one or more promissory notes (each a promissory note substantially in the form of Exhibit C hereto“Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note note(s) payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note note(s) and interest thereon shall at all times (including after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Term Loan Agreement (United States Steel Corp), One Year Term Loan Agreement (United States Steel Corp)

Evidence of Debt. (a) Each UK Lender shall maintain in accordance with its usual practice an account or accounts evidencing indebtedness of the Indebtedness of UK Borrower to such UK Lender resulting from each Advance made by UK Revolving Credit Loan of such LenderUK Lender from time to time, including the amounts of principal and interest payable and paid to such UK Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts the Register pursuant to subsection 18.6(d), and a subaccount therein for each UK Lender, in which it shall record be recorded (i) the amount of each Advance UK Revolving Credit Loan made hereunderhereunder and each Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the UK Borrower to each UK Lender hereunder under the UK Revolving Credit Loans and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account UK Borrowing in respect of principal of or interest on the Lenders UK Revolving Credit Loans, and the amount of each UK Lender’s 's share thereof. (c) The entries made in the Register and the accounts of each UK Lender maintained pursuant to Section 2.12(asubsection 7.4(a) or Section 2.12(b) shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the UK Borrower therein recorded; provided provided, however, that (i) the failure of any UK Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the UK Borrower to repay (with applicable interest) the Advances UK Revolving Credit Loans made to the UK Borrower by such UK Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any The UK Borrower agrees that, upon the request to the Agent by any UK Lender, the UK Borrower will execute and deliver to such UK Lender may request that Advances made by it be evidenced by a promissory note of the UK Borrower evidencing the UK Revolving Credit Loans of such UK Lender, substantially in the form of Exhibit C hereto. In such eventA-4, Borrower shall execute with appropriate insertions as to date and deliver to such Lender principal amount (a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns"UK Revolving Credit Note").

Appears in 2 contracts

Samples: Credit and Guarantee Agreement (Remington Products Co LLC), Credit and Guarantee Agreement (Remington Products Co LLC)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of each Borrower to such Lender resulting from each Advance made by such LenderLender hereunder, including the amounts of principal and interest payable and paid to such Lender lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts and records in which it shall record (i) the amount of each Advance made hereunder, the type of Advance and, in the cases of B/A Advances and Eurodollar Rate Advances, the relevant Contract Period or Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender hereunder hereunder, and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aSections 2.18(a) or Section 2.12(band (b) shall be prima facie conclusive evidence (absent manifest error) of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the applicable Borrower to repay the Advances made to it in accordance with the terms of this Agreement and (ii) in Agreement. In the event of any a conflict between the entries made in records maintained by the accounts maintained pursuant to Section 2.12(a) Administrative Agent and the accounts maintained pursuant to Section 2.12(b)any Lender, the accounts records maintained pursuant to Section 2.12(b) by the Lender shall govern and control. (d) govern. Any Lender may request that Advances Loans (other than B/As) made by it be evidenced by a promissory note substantially in the form of Exhibit C heretoNote. In such event, each Borrower shall prepare, execute and deliver to such Lender a promissory note Note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and substantially in a the form furnished by the Collateral Agent and reasonably acceptable to Borrowerattached as Exhibit A hereto. Thereafter, the Advances Loans evidenced by each such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.07) be represented by one or more promissory notes Notes in such form payable to the order of the payee named therein (or, if such promissory note Note is a registered noteNote, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Canadian Credit Agreement (Burlington Resources Inc), Canadian Credit Agreement (Burlington Resources Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Type thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iii) the any amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each LenderXxxxxx’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a2.07(a) or Section 2.12(b(b) shall be prima facie evidence absent manifest error of the existence and amounts of the obligations recorded therein; provided provided, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it to the Borrower be evidenced by a promissory note substantially in the form of Exhibit C heretoE-1 or Exhibit E-2, as applicable. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower). Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including including, to the extent requested by any assignee, after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, or to such payee and its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (DT Midstream, Inc.), Credit Agreement (DT Midstream, Inc.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrower to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts in accordance with its usual practice in which it shall record (i) the amount of each Advance Loan made hereunderand, if a Eurodollar Rate Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from by the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account of Borrower, whether such sum constitutes principal or interest, fees, expenses or other amounts due under the Lenders Loan Documents and each Lender’s share 's Ratable Portion thereof, if applicable. (c) The entries made in the accounts maintained pursuant to clauses (a) and (b) of this Section 2.12(a2.7 (Evidence of Debt) or Section 2.12(b) shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that Advances made by it be evidenced by the Borrower execute and deliver a promissory note or notes payable to such Lender in order to evidence the Indebtedness owing to such Lender by the Borrower hereunder, the Borrower will promptly execute and deliver a Revolving Credit Note or Revolving Credit Notes to such Lender evidencing any Revolving Loans of such Lender, substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).C.

Appears in 2 contracts

Samples: Credit Agreement (Technical Olympic Usa Inc), Credit Agreement (Technical Olympic Usa Inc)

Evidence of Debt. (a) Each UK Lender shall maintain in accordance with its usual practice an account or accounts evidencing indebtedness of the Indebtedness of UK Borrower to such UK Lender resulting from each Advance made by UK Term Loan of such LenderUK Lender from time to time, including the amounts of principal and interest payable and paid to such UK Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts the Register pursuant to subsection 18.6(d), and a subaccount therein for each UK Lender, in which it shall record be recorded (i) the amount of each Advance UK Term Loan made hereunderhereunder and each Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower the Company to each UK Lender hereunder under the UK Term Loans and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account UK Borrower in respect of principal of or interest on the Lenders UK Term Loans, and the amount of each UK Lender’s 's share thereof. (c) The entries made in the Register and the accounts of each UK Lender maintained pursuant to Section 2.12(asubsection 6.4(a) or Section 2.12(b) shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the UK Borrower therein recorded; provided provided, however, that (i) the failure of any UK Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the UK Borrower to repay (with applicable interest) the Advances UK Term Loan made to the UK Borrower by such UK Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any The UK Borrower agrees that, upon the request to the Agent by any UK Lender, the UK Borrower will execute and deliver to such UK Lender may request that Advances made by it be evidenced by a promissory note of the UK Borrower evidencing the UK Term Loan of such UK Lender, substantially in the form of Exhibit C hereto. In such event, Borrower shall execute A-3 with appropriate insertions as to date and deliver to such Lender principal amount (a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns"UK Term Loan Note").

Appears in 2 contracts

Samples: Credit and Guarantee Agreement (Remington Products Co LLC), Credit and Guarantee Agreement (Remington Products Co LLC)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of each Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount date, amount, maturity date and interest rate of each Advance Loan made hereunder, the Type and Currency thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aclause (a) or (b) of this Section 2.12(b) 2.10 shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it to any Borrower be evidenced by a promissory note substantially in of the form of Exhibit C heretoappropriate Borrower. In such event, the appropriate Borrower shall prepare, execute and deliver to such Lender a one or more promissory note notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished approved by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)Administrative Agent.

Appears in 2 contracts

Samples: Credit Agreement (Newell Rubbermaid Inc), Credit Agreement (Newell Rubbermaid Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such LenderLender hereunder, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Type thereof and, in the case of LIBO Loans, the relevant Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aSections 2.8(a) or Section 2.12(band (b) shall be prima facie conclusive evidence (absent manifest error) of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in Agreement. In the event of any a conflict between the entries made in records maintained by the accounts maintained pursuant to Section 2.12(a) Administrative Agent and the accounts maintained pursuant to Section 2.12(b)any Lender, the accounts records maintained pursuant to Section 2.12(b) by the Administrative Agent shall govern and controlgovern. (d) Any Lender may request that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.4) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Bridge Credit Agreement (Teck Cominco LTD), Term Credit Agreement (Teck Cominco LTD)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the Commitment of each Lender and the amount of each Advance Loan made hereunderhereunder by such Lender, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account accounts of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b2.05(b) shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein and shall be presumptively correct absent demonstrable error; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request in writing that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretoNote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note Note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a the form furnished by the Collateral Agent and reasonably acceptable to Borrower. of Exhibit A. Thereafter, the Advances Loans evidenced by such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.05) be represented by one or more promissory notes Notes in such form payable to the order of the payee named therein therein. (or, if e) Each Lender agrees that it will cancel and return to the Borrower all Notes then held by it upon the earlier of (i) the Maturity Date; provided that no Default shall have then occurred and be continuing or (ii) the date such promissory note is a registered note, Lender’s Commitment has been terminated and there are no Loans outstanding to or accrued interest owing to such payee and its registered assigns)Lender.

Appears in 2 contracts

Samples: Five Year Credit Agreement (Aetna Inc /Pa/), Five Year Credit Agreement (Aetna Inc /Pa/)

Evidence of Debt. (a) Each Lender Bank shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of each Borrower to such Lender Bank resulting from each Advance Loan made by such LenderBank, including the amounts of principal and interest payable and paid to such Lender Bank from time to time hereundertime. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class and Type thereof and each Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender Bank hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders Banks and each LenderBank’s share thereof. (c) The entries made in the accounts maintained pursuant to subsections (a) and (b) of this Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the any failure of by any Lender Bank or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the each Borrower’s obligation of Borrower to repay the Advances Loans made to it in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) No Notes are required, and the failure by any Bank to request a Note shall not affect the obligations of any Borrower under any Loan Documents. Any Lender may Bank may, by notice to a Borrower, request that Advances made by it such Borrower’s obligation to repay such Bank’s Loans, or such Bank’s Loans of a particular Class or Type, to such Borrower be evidenced by a promissory note Note in an amount equal to the aggregate unpaid principal amount of such Loans. Each such Note shall be in substantially in the form of Exhibit C heretoA hereto with appropriate modifications if it evidences solely Loans of the relevant Class or Type. In Each reference in this Agreement to the “Note” of such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (orBank shall be deemed to refer to and include any or all of such Notes, as the context may require. Each Bank may record the date and amount of each Loan made by it to each Borrower on its Note of such Borrower and the date and amount of each payment of principal made with respect thereto, and may, if requested by such LenderBank so elects in connection with any transfer or enforcement of its Note of any Borrower, endorse on the schedule forming a part thereof appropriate notations to evidence the foregoing information with respect to each of its Loans to such Lender and its registered assigns) in a form furnished Borrower then outstanding; provided that neither the failure by any Bank to make any such recordation or endorsement, nor any error therein, shall affect the Collateral Agent and reasonably acceptable obligations of any such Borrower under any Loan Documents. Each Bank is hereby irrevocably authorized by each Borrower so to endorse such Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form ’s Note payable to the order of the payee named therein (or, if such promissory note is Bank and to attach to and make a registered note, to part of such payee Note a continuation of any such schedule as and its registered assigns)when required.

Appears in 2 contracts

Samples: Credit Agreement (Foot Locker Inc), Credit Agreement (Foot Locker Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing Bank may, by notice to the Indebtedness of Borrower to such Lender resulting from each Advance made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower to repay the Advances in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b)Agent, the accounts maintained pursuant to Section 2.12(b) shall govern and control. (d) Any Lender may request that Advances made by it its Commitment or its Loans of a particular type be evidenced by a promissory note substantially in the form of Exhibit C heretoF, in an amount equal to its Commitment or the aggregate unpaid principal amount of such Loans, as the case may be. In such event, Borrower the Borrower, at its costs, shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower). Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.6) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns). Each such promissory note shall be in form and substance reasonably satisfactory to the requesting Bank, the Borrower and the Administrative Agent. (b) Each Bank shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Bank resulting from each Loan made by such Bank, including the amounts of principal and interest payable and paid to such Bank from time to time hereunder. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder and the type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Bank hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Banks and each Bank's share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Bank or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Marsh & McLennan Companies, Inc.), Credit Agreement (Marsh & McLennan Companies Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of each Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class, Type and currency thereof and, in the case of any Eurocurrency Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account accounts of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans of any Class made by it be evidenced by a promissory note in substantially in the form of Exhibit C J hereto. In such event, Borrower each Borrower, at its own expense, shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished consistent with this Agreement and reasonably approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by each such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (Graftech International LTD), Credit Agreement (Graftech International LTD)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower to such Lender resulting from each Advance made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower to repay the Advances in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and control. (d) Any Lender may request that Advances any Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the applicable Borrower or Borrowers shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Administrative Agent and reasonably acceptable in the case of the promissory note to Borrowerthe Mexican Pesos Swingline Lender, in the form of Exhibit C hereto. Thereafter, the Advances The terms of each Competitive Bid Loan shall be evidenced by such promissory note the respective correspondence between the respective Borrower thereof and interest thereon shall at all times (including after assignment the respective Bidder RL Lender pursuant to Section 13.151.04 and, unless otherwise agreed by the respective Borrower and the respective Bidder RL Lender or unless the respective Bidder RL Lender makes a request pursuant to the preceding sentence, Competitive Bid Loans shall not be evidenced by promissory notes. (b) be represented Each Lender will note on its internal records the amount of each Loan made by one it to each Borrower and each payment in respect thereof and will prior to any transfer of any of its Notes endorse on the reverse side thereof the outstanding principal amount of Loans (including, without limitation, the Face Amount of any Bankers’ Acceptances) evidenced thereby. Failure to make any such notation, or more promissory notes any error in such form payable notation, shall not affect any Borrower’s obligations in respect of such Loans. Each Lender’s internal records of the amount of each Loan made by it and each payment in respect thereof shall be final and conclusive absent manifest error. (c) No failure of any Lender to request or obtain a Note evidencing its Loans of any Tranche or to any Borrower shall affect or in any manner impair the obligations of the respective Borrower to pay the Loans (and all related Obligations) which would otherwise be evidenced thereby in accordance with the requirements of this Agreement, and shall not in any way affect the guaranties therefor provided pursuant to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)various Credit Documents.

Appears in 2 contracts

Samples: Credit Agreement (Starwood Hotel & Resorts Worldwide, Inc), Credit Agreement (Starwood Hotel & Resorts Worldwide, Inc)

Evidence of Debt. (a) Each Lender Bank shall maintain maintain, in accordance with its usual practice an account or accounts practice, records evidencing the Indebtedness indebtedness of Borrower the Borrowers to such Lender resulting from each Advance made by such LenderBank, including the amounts of principal and interest payable and paid to such Lender Bank from time to time hereunder. (b) . The Administrative Agent shall maintain accounts records in which it shall record (i) the amount of each Advance Loan made hereunder, the Class and Type thereof and each Interest Period therefor, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower the Borrowers to each Lender Bank hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders Banks and each LenderBank’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender Bank or the Administrative Agent to maintain such accounts records or any error therein shall not in any manner affect the obligation of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (db) Any Lender Bank may request that Advances the Syndicated Loans made by it such Bank to any Borrower shall be evidenced by a single promissory note of such Borrower substantially in the form of Exhibit C A-1 hereto. In , payable to such event, Bank in a principal amount equal to the amount of its Commitment as originally in effect and otherwise duly completed. (c) Any Bank may request that the Money Market Loans made by such Bank to any Borrower shall execute and deliver be evidenced by a single promissory note of such Borrower substantially in the form of Exhibit A-2 hereto, payable to such Lender a promissory note payable Bank and otherwise duly completed. (d) The date, amount, Type, interest rate and duration of Interest Period (if applicable) of each Loan of each Class made by each Bank to each Borrower, and each payment made on account of the order principal thereof, shall be recorded by such Bank on its books and, prior to any transfer of the Note evidencing the Loans of such Lender (orClass held by it, if requested endorsed by such Lender, Bank on the schedule attached to such Lender and its registered assigns) Note or any continuation thereof; provided that the failure of such Bank to make any such recordation or endorsement shall not affect the obligations of such Borrower to make a payment when due of any amount owing hereunder or under such Note in a form furnished by respect of the Collateral Agent and reasonably acceptable Loans to Borrower. Thereafter, the Advances be evidenced by such Note. (e) No Bank shall be entitled to have its Notes (if any) subdivided, by exchange for promissory note notes of lesser denominations or otherwise, except in connection with (i) a permitted assignment of all or any portion of such Bank’s Commitment, Loans and interest thereon shall at all times (including after assignment Notes pursuant to Section 13.1511.06(b) be represented by one hereof or more promissory notes (ii) an increase in such form payable Bank’s Commitment pursuant to Section 2.04(c) hereof, Section 2.11 hereof or Section 2.12 hereof. (f) Any Additional Commitment Bank or Replacement Bank may request that any Syndicated Loans or Money Market Loans made by such Additional Commitment Bank or Replacement Bank shall be evidenced by a single promissory note of each Borrower, substantially in the forms of Exhibits A-1 and A-2 hereto, respectively, dated the effective date of such Bank’s Commitment, and otherwise complying with paragraphs (b) and (c) above, respectively. (g) Any Replaced Bank, any Bank that ceases to be a Bank pursuant to Section 2.04(d) hereof or any Non-extending Bank shall promptly return its Notes (if any) to the order Company after termination of the payee named therein (or, if such promissory note is a registered note, its Commitment and payment to such payee it of all principal of and interest owing to it under its registered assigns)Notes.

Appears in 2 contracts

Samples: 364 Day Credit Agreement (American General Finance Inc), 364 Day Credit Agreement (American General Finance Corp)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower the Borrowers to such Lender resulting from each Advance made by Loan of, and Reimbursement Obligations owed to, such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (bi) The Revolving and LC Administrative Agent shall maintain accounts in accordance with its usual practice in which it shall record (iA) the amount of each Advance Revolving Loan made hereunderand, if such Loan is a Eurodollar Rate Loan, the Interest Period applicable thereto, (iiB) the amount of any principal or interest due and payable or to become due and payable from Borrower by the Borrowers to each Revolving Lender and LC Lender hereunder and (iiiC) the amount of any sum received by the Revolving and LC Administrative Agent hereunder for from the account Borrowers, whether such sum constitutes principal or interest (and the type of Loan to which it applies), fees, expenses or other amounts due under the Lenders Loan Documents and each Revolving Lender’s and LC Lender’s share thereof, if applicable and (ii) the Term Loan Administrative Agent shall maintain accounts in accordance with its usual practice in which it shall record (A) the amount of each Term Loan made and, if a Eurodollar Rate Loan, the Interest Period applicable thereto, (B) the amount of any principal or interest due and payable by the Borrowers to each Term Lender hereunder and (C) the amount of any sum received by the Term Loan Administrative Agent hereunder from the Borrowers, whether such sum constitutes principal or interest (and the type of Term Loan to which it applies), fees, expenses or other amounts due under the Loan Documents and each Term Lender’s share thereof, if applicable. (c) The entries made in the accounts maintained pursuant to Section 2.12(aclauses (a) or Section 2.12(band (b) shall above shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the any Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of Borrower the Borrowers to repay the Advances Loans and Reimbursement Obligations in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of this Agreement, if any Term Lender may request or Revolving Lender requests that Advances made by it be evidenced by a Borrower execute and deliver a promissory note or notes payable to such Lender in order to evidence the Indebtedness owing to such Lender by the Borrowers hereunder, such Borrower shall promptly execute and deliver a Note or Notes to such Lender evidencing any Loans of such Lender, (i) in the case of Term Loans, substantially in the form of Exhibit C hereto. In such event, Borrower shall execute B-1 and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assignsiii) in a the case of Revolving Loans, substantially in the form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)Exhibit B-2.

Appears in 2 contracts

Samples: Credit Agreement (McDermott International Inc), Credit Agreement (McDermott International Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrower to such Lender resulting from each Advance Borrowing made by such LenderLender hereunder, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Borrowing made hereunder, the Type thereof and, in the cases of B/A Equivalent Loans and LIBO Rate Loans, the relevant Contract Period or Interest Period, applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aSections 2.8(a) or Section 2.12(band (b) shall be prima facie conclusive evidence (absent manifest error) of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Borrowings in accordance with the terms of this Agreement and (ii) in Agreement. In the event of any a conflict between the entries made in records maintained by the accounts maintained pursuant to Section 2.12(a) Agent and the accounts maintained pursuant to Section 2.12(b)any Lender, the accounts records maintained pursuant to Section 2.12(b) by the Agent shall govern and controlgovern. (d) Any Lender may request that Advances Loans (other than B/A Equivalent Loans) made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAgent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (Mercer International Inc.), Credit Agreement (Mercer International Inc.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrower to such Lender resulting from each Advance Borrowing made by such LenderLender hereunder, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Borrowing made hereunder, the Type thereof and, in the cases of B/A Borrowings and LIBO Rate Loans, the relevant Contract Period or Interest Period, applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aSections 2.8(a) or Section 2.12(band (b) shall be prima facie conclusive evidence (absent manifest error) of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Borrowings in accordance with the terms of this Agreement and (ii) in Agreement. In the event of any a conflict between the entries made in records maintained by the accounts maintained pursuant to Section 2.12(a) Agent and the accounts maintained pursuant to Section 2.12(b)any Lender, the accounts records maintained pursuant to Section 2.12(b) by the Agent shall govern and controlgovern. (d) Any Lender may request that Advances Loans (other than B/A Borrowings) made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAgent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (Mercer International Inc.), Credit Agreement (Mercer International Inc.)

Evidence of Debt. (a) Each The Loans made by each Lender shall maintain in accordance with its usual practice an account be evidenced by one or more accounts evidencing the Indebtedness of Borrower to such Lender resulting from each Advance made or records maintained by such LenderLxxxxx and by the Administrative Agent, including in each case in the amounts ordinary course of principal and interest payable and paid to such Lender from time to time hereunder. (b) business. The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower to each Lender hereunder and (iii) the amount of any sum received records maintained by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) Lender shall be prima facie evidence of the existence and amounts amount of the obligations recorded therein; provided that (i) Loans made by Lxxxxxx to the Borrower and the interest and payments thereon. Any failure of any Lender or the Administrative Agent to maintain such accounts so record or any error therein in doing so shall not in any manner not, however, limit or otherwise affect the obligation obligations of the Borrower hereunder to repay pay any amount owing with respect to the Advances in accordance with the terms of this Agreement and (ii) in Obligations. In the event of any conflict between the entries made accounts and records maintained by the Administrative Agent and the accounts and records of any Lender in respect of such matters, the accounts and records of the Administrative Agent shall control in the accounts maintained absence of manifest error. (b) The Borrower agrees that upon notice by any Lender to the Borrower (with a copy of such notice to the Administrative Agent) to the effect that a Pagaré is required or appropriate in order for such Lender to evidence (whether for purposes of pledge, enforcement or otherwise) the Loans owing to, or to be made by such Lxxxxx, the Borrower shall promptly execute as issuer (suscriptor) and deliver, and cause the Guarantors to execute por aval, to such Lender (through its physical delivery to such Lender’s designated representative in connection with this Agreement), with an electronic copy to the Administrative Agent, a Pagaré or Pagarés (through its physical delivery to such Lender’s designated representative in connection with this Agreement), payable to such Lender in a principal amount equal to the Loans of such Lender (if applicable, upon return of previously executed and delivered Pagarés held by such Lender, that would result in such Lender maintaining Pagarés in an aggregate principal amount exceeding the aggregate principal amount payable to such Lender). All references to Pagarés in the Loan Documents shall mean Pagarés, if any, to the extent issued hereunder. Each Lender hereby agrees that in the event of a conflict between the terms of this Agreement and any Pagaré, the terms of this Agreement shall prevail. (c) Promptly upon and concurrently with (i) any conversion of the Loans as set forth in Section 2.2.3, Section 4.2 or Section 4.3, (ii) the occurrence of a Benchmark Transition Event as set forth in Section 3.11(a), (iii) the accession of an additional Guarantor pursuant to Section 2.12(a7.13 or the release of a Guarantor pursuant to Section 7.13 or Section 11.1, (iv) any assignment of Loans pursuant to Section 11.6, (v) any Borrowing and (vi) any increase or decrease of the Applicable Margin in accordance with Section 3.13 or Schedule 1.1, as applicable, such that the interest specified to be payable under any Pagaré held by any Lender with respect to such Loan is based on an Applicable Margin that is more or less than the Applicable Margin in effect at such time for such Loan, the Borrower, as issuer (suscriptor) and the accounts maintained pursuant Guarantors, por aval, shall execute and deliver to Section 2.12(beach Lender (or its designated representative in connection with this Agreement), with an electronic copy to the accounts maintained pursuant Administrative Agent, for the account of each relevant Lender, in exchange for any Pagaré evidencing the relevant Loans previously delivered to Section 2.12(b) such Lender (which Pagaré shall govern be delivered to the Borrower duly cancelled simultaneously with the delivery by the Borrower of any new Pagaré), a new Pagaré payable to such Lender dated as of the date of such Pagaré being exchanged, in a principal amount equal to the outstanding Loans made by such Lender and controlevidenced by such Pagaré being exchanged; provided that if such previously delivered Pagaré has been lost, stolen or mutilated, such Lender may deliver in its place an affidavit of lost note and a written indemnity in customary form and reasonably acceptable to the Borrower and, at the discretion of the Borrower and at the applicable Lender’s cost, shall assist the Borrower in pursuing any legal proceedings in Mexico necessary to obtain the cancellation and issuance of a new Pagaré. (d) Any Lender may request that Advances made by it be evidenced by a promissory note substantially in The payment of any part of the form principal of Exhibit C hereto. In such event, any Pagaré shall discharge the obligation of the Borrower shall execute and deliver under this Agreement to such Lender a promissory note payable to pay principal of the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances Loan evidenced by such promissory note Pagaré pro tanto, and interest thereon the payment of any principal of a Loan in accordance with the terms hereof shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to discharge the order obligations of the payee named therein (or, if Borrower under the Pagaré evidencing such promissory note is a registered note, to such payee and its registered assigns)Loan pro tanto.

Appears in 2 contracts

Samples: Sustainability Linked Revolving Credit Agreement (Vesta Real Estate Corporation, S.A.B. De C.V.), Sustainability Linked Revolving Credit Agreement (Vesta Real Estate Corporation, S.A.B. De C.V.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the US Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower the Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, Borrower the Borrowers shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a the form furnished by the Collateral Agent and reasonably acceptable to Borrower. attached hereto as Exhibit B. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (Tesco Corp), Credit Agreement (Tesco Corp)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of each Borrower to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts in accordance with its usual practice in which it shall record (i) the amount of each Advance Loan made hereunderand, if a Eurodollar Rate Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from by any Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from any Borrower and each Lender’s 's share thereof, if applicable. (c) The entries made in the accounts maintained pursuant to Section 2.12(aclauses (a) or Section 2.12(band (b) shall above shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of any Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that Advances made by it be evidenced by a Borrower execute and deliver a promissory note or notes payable to such Lender in order to evidence the Indebtedness owing to such Lender by such Borrower hereunder, such Borrower shall promptly execute and deliver a Revolving Credit Note or Revolving Credit Notes to such Lender evidencing any Revolving Loans of such Lender, substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order B (Form of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assignsRevolving Credit Note).

Appears in 2 contracts

Samples: Credit Agreement (Suntek Corp), Credit Agreement (Suntron Corp)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of each Borrower to such Lender resulting from each Revolving Advance made by such LenderLender to such Borrower, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Revolving Advance made to each Borrower hereunder, the Interest Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from such Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the relevant Borrower to repay the Revolving Advances in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Upon the request of any Lender may request that Advances made by it be evidenced by a promissory note substantially in through the form of Exhibit C hereto. In such eventAdministrative Agent, each Borrower shall execute and deliver to such Lender (through the Administrative Agent) a promissory note payable to the order of such Lender (orRevolving Note, if requested by which shall evidence such Lender, ’s Revolving Advances in addition to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment accounts maintained pursuant to Section 13.15paragraph (a) be represented by one or more promissory notes in such form payable (b) of this Section. Each Lender may attach schedules to its Revolving Note and endorse thereon the order date, Interest Type (if applicable), amount and maturity of the payee named therein (or, if such promissory note is a registered note, to such payee its Revolving Advances and its registered assigns)payments with respect thereto.

Appears in 2 contracts

Samples: Revolving Loan and Letter of Credit Facility Agreement (Fluor Corp), Revolving Loan and Letter of Credit Facility Agreement (Fluor Corp)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance made by owing to such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Register maintained by the Administrative Agent pursuant to Section 8.07(c) shall maintain accounts include a control account, and a subsidiary account for each Lender, in which it accounts (taken together) shall record be recorded (i) the date, amount and tenor, as applicable, of each Advance made hereunderBorrowing, the Type of Advances comprising such Borrowing and the Interest Period applicable thereto, (ii) the terms of each Assignment and Acceptance delivered to and accepted by it, (iii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iiiiv) the amount of any sum received by the Administrative Agent from the Borrower hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) Register shall be prima facie evidence of the existence conclusive and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower to repay the Advances in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b)binding for all purposes, the accounts maintained pursuant to Section 2.12(b) shall govern and controlabsent manifest error. (d) Any If, in the opinion of any Lender, a promissory note or other evidence of debt is required, appropriate or desirable to reflect or enforce the indebtedness of the Borrower resulting from the Advances made, or to be made, by such Lender may to the Borrower, then, upon request that Advances made by it be evidenced by of such Lender, the Borrower shall promptly execute and deliver to such Lender a promissory note substantially in the form of Exhibit C hereto. In such eventE, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, in an amount up to such Lender and its registered assigns) in a form furnished the maximum amount of Advances payable or to be payable by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable Borrower to the order of the payee named therein (or, if such promissory note is a registered note, Lender from time to such payee and its registered assigns)time hereunder.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Hormel Foods Corp /De/), Credit Agreement (Hormel Foods Corp /De/)

Evidence of Debt. (a) Each Lender Bank shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender Bank resulting from each Advance Loan made by such LenderBank, including the amounts of principal and interest payable and paid to such Lender Bank from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender Bank hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders Banks and each LenderBank’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender Bank or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender Bank may request that Advances Loans of any type made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender Bank a promissory note payable to the order of such Lender Bank (or, if requested by such LenderBank, to such Lender Bank and its registered assigns) and substantially in the form of Exhibit A or otherwise in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.06) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Term Loan Agreement (Dow Chemical Co /De/)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of each Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount date, amount, maturity date and interest rate of each Advance Loan made hereunder, the Type and Currency thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aclause (a) or (b) of this Section 2.12(b) 2.09 shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided PROVIDED that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it to any Borrower be evidenced by a promissory note substantially in of the form of Exhibit C heretoappropriate Borrower. In such event, the appropriate Borrower shall prepare, execute and deliver to such Lender a one or more promissory note notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished approved by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)Administrative Agent.

Appears in 1 contract

Samples: 364 Day Credit Agreement (Newell Rubbermaid Inc)

Evidence of Debt. (a) [Reserved]. (b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (bc) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (cd) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (b) or (c) of this Section 2.12(b) shall be prima facie evidence evidence, absent manifest error, of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (de) Any Lender may request through the Administrative Agent that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, or if requested by such Lender, to such Lender and its registered assigns) and in a the form furnished by the Collateral Agent and reasonably acceptable to Borrower. of Exhibit G. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.4) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Second Lien Credit Agreement (Continental Building Products, Inc.)

Evidence of Debt. (a) Each Lender Party shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender Party resulting from each Advance made by owing to such LenderLender Party from time to time, including the amounts of principal and interest payable and paid to such Lender Party from time to time hereunder. The Borrower agrees that upon notice by any Lender Party to the Borrower (with a AMERICAS/2023134647.11 59 copy of such notice to the Administrative Agent) to the effect that a promissory note or other evidence of indebtedness is required or appropriate in order for such Lender Party to evidence (whether for purposes of pledge, enforcement or otherwise) the Advances owing to, or to be made by, such Lender Party, the Borrower shall promptly execute and deliver to such Lender Party, with a copy to the Administrative Agent, a Note, in substantially the form of Exhibit A-1 or Exhibit A-2 hereto, as applicable, payable to the order of such Lender Party in a principal amount equal to the Revolving Credit Commitment or Term Loan Commitment of such Lender Party. All references to Notes in the Loan Documents shall mean Notes, if any, to the extent issued hereunder. To the extent no Note has been issued to a Lender Party, this Agreement shall be deemed to comprise conclusive evidence for all purposes of the indebtedness resulting from the Advances and extensions of credit hereunder. (b) The Register maintained by the Administrative Agent pursuant to Section 10.07(d) shall maintain accounts include a control account, and a subsidiary account for each Lender Party, in which it accounts (taken together) shall record be recorded (i) the date and amount of each Advance Borrowing made hereunder, the Type of Advances comprising such Borrowing and, if appropriate, the Interest Period applicable thereto, (ii) the terms of each Assignment and Acceptance delivered to and accepted by it, (iii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder Party hereunder, and (iiiiv) the amount of any sum received by the Administrative Agent from the Borrower hereunder for the account of the Lenders and each LenderLender Party’s share thereof. (c) The entries Entries made in good faith by the accounts maintained Administrative Agent in the Register pursuant to Section 2.12(asubsection (b) above, and by each Lender Party in its account or Section 2.12(baccounts pursuant to subsection (a) above, shall be prima facie evidence of the existence amount of principal and amounts interest due and payable or to become due and payable from the Borrower to, in the case of the obligations recorded thereinRegister, each Lender Party and, in the case of such account or accounts, such Lender Party, under this Agreement, absent manifest error; provided provided, however, that (i) the failure of any Lender or the Administrative Agent or such Lender Party to maintain such accounts make an entry, or any error therein finding that an entry is incorrect, in the Register or such account or accounts shall not in any manner limit or otherwise affect the obligation of Borrower to repay the Advances in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and control. (d) Any Lender may request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order obligations of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)Borrower under this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Hersha Hospitality Trust)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Type thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iii) the any amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a2.07(a) or Section 2.12(b(b) shall be prima facie evidence absent manifest error of the existence and amounts of the obligations recorded therein; provided provided, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it to the Borrower be evidenced by a promissory note substantially in the form of Exhibit C heretoE-1 or Exhibit E-2, as applicable. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower). Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including including, to the extent requested by any assignee, after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, or to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (DT Midstream, Inc.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Revolving Advance made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Revolving Advance made hereunder, the Interest Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Revolving Advances in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Revolving Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and substantially in a the form furnished by the Collateral Agent and reasonably acceptable to Borrowerof Exhibit F attached hereto. Thereafter, the Revolving Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.158.06) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Fluor Corp)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness debt of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraphs (a) or (b) of this Section 2.12(b) shall shall, to the extent not inconsistent with any entries made in the Notes, be prima facie evidence of the existence and amounts of the obligations recorded therein; , provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances the Loans made by it be evidenced by a promissory note Note. In such event, the Borrower shall prepare, execute and deliver to such Lender, a Note payable to the order of such Lender, substantially in the form of Exhibit C hereto. B. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (oraddition, if requested by such a Lender, its Note may be made payable to such Lender and its registered assigns) assigns in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances which case all Loans evidenced by such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 13.1510.4) be represented by one or more promissory notes Notes in such like form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Insight Communications Co Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such LenderLender to the Borrower from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts in which it shall will record (i) the amount of each Advance Loan made hereunder, the Borrower, the Class, Currency and Type thereof and, with respect to any Alternative Rate Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable thereon from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders in prepayment or repayment thereof and each Lender’s share thereofof such prepayment or repayment. (c) The entries made in the accounts maintained pursuant to paragraphs (a) and (b) of this Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein recorded; provided provided, however, that (i) in the case of conflicting records, the entries made by the Administrative Agent in the Register shall be conclusive, absent manifest error; provided, further, that the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the Borrower to repay the Advances Loans made to it in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it hereunder to the Borrower be evidenced by a customary promissory note substantially note, and in the form of Exhibit C hereto. In such event, the Borrower shall promptly execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) assigns in a such form furnished as shall be reasonably specified by the Collateral Agent Administrative Agent. Notwithstanding any other provision of this Agreement, in the event any Lender shall request and reasonably acceptable to Borrower. Thereafterreceive such a promissory note, the Advances evidenced interests represented by such promissory note and interest thereon shall at all times (including after any assignment of all or part of such interests pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and or its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Belmond Ltd.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance the Loans made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the Commitment of each Lender and the amount of each Advance the Loans made hereunderhereunder by such Lender, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account accounts of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b2.04(b) shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein and shall be presumptively correct absent demonstrable error; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request in writing that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretoNote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note Note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a the form furnished by the Collateral Agent and reasonably acceptable to Borrower. of Exhibit A. Thereafter, the Advances Loans evidenced by such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.05) be represented by one or more promissory notes Notes in such form payable to the order of the payee named therein therein. (or, if such promissory note is a registered note, e) Each Lender agrees that it will cancel and return to the Borrower all Notes then held by it upon the earlier of (i) the Maturity Date; provided that no Default shall have then occurred and be continuing or (ii) the date there are no Loans outstanding to or accrued interest owing to such payee and its registered assigns)Lender.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Aetna Inc /Pa/)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts (a “Loan Account”) evidencing all indebtedness of the Indebtedness of Borrower Borrowers owing to such Lender resulting hereunder from each Advance made by such Lendertime to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Register maintained by the Administrative Agent pursuant to Section 14.03(a)(iv) shall maintain accounts in which it shall record reflect (i) the date and the amount of each Advance Loan made hereunder, the Class and Type thereof and the Interest Period, if any, applicable thereto, (ii) the amount and the currency of any principal or interest due and payable or to become due and payable from Borrower the Borrowers to each Lender hereunder and hereunder, (iii) the effective date and amount of each Assignment Agreement delivered to and accepted by it and the parties thereto pursuant to Section 14.03, (iv) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereofthereof and (v) all other appropriate debits and credits as provided in this Agreement, including, without limitation, all fees, charges, expenses and interest. (c) The entries made in the Loan Account, the Register and the other accounts maintained pursuant to Section 2.12(asubsections (a) or (b) of this Section 2.12(b) 2.11 shall be presumptively correct for all purposes, absent manifest error, and shall be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrowers in respect of the Loans, L/C Disbursements, interest and fees due or accrued hereunder; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower the Borrowers to repay the Advances Obligations in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender making a Revolving Loan may request that Advances the Revolving Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the applicable Borrower shall promptly prepare, execute and deliver to such Lender a promissory note for such Loans payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Administrative Agent and reasonably acceptable to Borrowerconsistent with the terms of this Agreement. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.1514.03) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Trimble Navigation LTD /Ca/)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (bc) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Type thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the any amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (cd) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (b) or (c) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (de) Any Lender may request that Advances Loans made by it be evidenced by a promissory note (a “Note”) substantially in the form of Exhibit C H-1 or Exhibit H-2, as applicable. hereto. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note Note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Administrative Agent and reasonably acceptable to the Borrower. Thereafter, the Advances Loans evidenced by such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes Notes in such form payable to the order of the payee named therein (or, if such promissory note Note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Quality Distribution Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing indebtedness of the Indebtedness of Borrower to such Lender resulting from each Advance made by Revolving Credit Loan, Term A Loan or Term B Loan of such LenderLender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts the Register pursuant to subsection 11.6(b), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Advance Revolving Credit Loan, Term A Loan or Term B Loan made hereunder, the Type thereof and each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of the Revolving Credit Loans, Term A Loans or Term B Loans and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account Borrower in respect of the Lenders Revolving Credit Loans, Term A Loans or Term B Loans and each Lender’s share thereof. (c) The entries made in the Register and the accounts of each Lender maintained pursuant to Section 2.12(asubsection 4.16(a) or Section 2.12(b) shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that (i) the failure of any Lender to maintain such account or the Administrative Agent to maintain such accounts the Register, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Advances Loans made to the Borrower by such Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may The Borrower agrees that it will, (i) upon the request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such eventany Term A Lender, Borrower shall execute and deliver to such Lender a promissory note payable to of the order Borrower evidencing the Term A Loans of such Lender owed by it, substantially in the form attached hereto as Exhibit A-1(a) with appropriate insertions as to date and principal amount (oreach, if requested a “Term A Loan Note”) and/or (ii) upon the request of any Term B Lender, execute and deliver to such Lender a promissory note of the Borrower evidencing the Term B Loans of such Lender owed by it, substantially in the form attached hereto as Exhibit A-1(b) with appropriate insertions as to date and principal amount (each, a “Term B Loan Note”). The Borrower agrees that it will, upon the request of any Revolving Lender, execute and deliver to such Lender (i) a promissory note of the Borrower evidencing the Revolving Credit Commitment of such Lender, substantially in the form attached hereto as Exhibit A-2 with appropriate insertions as to date and principal amount (each, a “Revolving Credit Note”) and/or (ii) a promissory note of the Borrower evidencing the Swing Line Loans of the Swing Line Lender, substantially in the form attached hereto as Exhibit A-3 with appropriate insertions as to date and principal amount (each, a “Swing Line Note”); provided, that, any Revolving Credit Note or Swing Line Note previously delivered to such Lender (or any predecessor thereof) has been returned to the Borrower and its registered assigns) marked cancelled or an affidavit of lost or destroyed Note (in a form furnished by the Collateral Agent and reasonably acceptable to the Borrower. Thereafter, the Advances evidenced ) is executed and delivered by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes requesting Lender in lieu of such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)Note.

Appears in 1 contract

Samples: Credit Agreement (Napco Security Technologies, Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class and Type thereof and, if applicable, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aclauses (a) or (b) of this Section 2.12(b) 2.11 shall be prima facie evidence conclusive, absent manifest error, of the existence and amounts of the obligations recorded therein; provided provided, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request through the Administrative Agent that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, or if requested by such Lender, to such Lender and its registered assigns) and in a the form furnished by the Collateral Agent and reasonably acceptable to Borrower. of Exhibit G. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.4) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Term Loan Credit Agreement (Foundation Building Materials, Inc.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrower to such Lender resulting from each Advance Borrowing made by such LenderLender hereunder, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Borrowing made hereunder, and the Type thereof, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aSections 2.8(a) or Section 2.12(band (b) shall be prima facie conclusive evidence (absent manifest error) of the existence and amounts of the obligations recorded thereintherein and shall be admissible in any action or proceeding arising therefrom; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Borrowings in accordance with the terms of this Agreement and (ii) in Agreement. In the event of any a conflict between the entries made in records maintained by the accounts maintained pursuant to Section 2.12(a) Agent and the accounts maintained pursuant to Section 2.12(b)any Lender, the accounts records maintained pursuant to Section 2.12(b) by the Agent shall govern and controlgovern. (d) Any Lender may request that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAgent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Canwest Media Inc)

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Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of Borrower the Borrowers to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of either Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans of any Class made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, Borrower the Borrowers shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.1510.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Freeport McMoran Copper & Gold Inc)

Evidence of Debt. (a) Each Lender Bank shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender Bank resulting from each Advance Loan made by such LenderBank, including the amounts of principal and interest payable and paid to such Lender Bank from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender Bank hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders Banks and each Lender’s Bank's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender Bank or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender Bank may request that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretoNote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note Note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower). Thereafter, the Advances Loans evidenced by such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.06) be represented by one or more promissory notes in such form Notes payable to the order of the payee named therein (or, if such promissory note Note is a registered note, to such payee and its registered assigns). (e) Each Bank may, by notice to the Borrower and the Agent, request that its Loans of a particular type be evidenced by a separate Note in an amount equal to the aggregate unpaid principal amount of such Loans. Each such Note shall be in substantially the form of Exhibit A hereto with appropriate modifications to reflect the fact that it evidences solely Loans of the relevant type. Each reference in this Agreement to the "Note" of such Bank shall be deemed to refer to and include any or all of such Notes, as the context may require. (f) Upon receipt of a Bank's Note pursuant to Section 3.01(b), the Agent shall forward such Note to such Bank. Each Bank shall record the date, amount, type and maturity of each Loan made by it and the date and amount of each payment of principal made by the Borrower with respect thereto and, in the case of Money Market Loans denominated in an Alternative Currency, the currency, amount and Dollar Amount of such Loans, and prior to any transfer of its Note shall endorse on the schedule forming a part thereof appropriate notations to evidence the foregoing information with respect to each such Loan then outstanding; provided that the failure of any Bank to make any such recordation or endorsement shall not affect the obligations of the Borrower hereunder or under the Notes. Each Bank is hereby irrevocably authorized by the Borrower so to endorse its Note and to attach to and make a part of its Note a continuation of any such schedule as and when required.

Appears in 1 contract

Samples: Revolving Credit Agreement (Chubb Corp)

Evidence of Debt. (a) Each Lender Bank shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of each Borrower to such Lender Bank resulting from each Advance Loan made by such LenderBank, including the amounts of principal and interest payable and paid to such Lender Bank from time to time hereundertime. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the type thereof and each Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender Bank hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders Banks and each Lender’s Bank's share thereof. (c) The entries made in the accounts maintained pursuant to subsections (a) and (b) of this Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the any failure of by any Lender Bank or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the each Borrower's obligation of Borrower to repay the Advances Loans made to it in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) No Notes are required, and the failure by any Bank to request a Note shall not affect the obligations of any Borrower under any Loan Documents. Any Lender may Bank may, by notice to a Borrower, request that Advances made by it such Borrower's obligation to repay such Bank's Loans, or such Bank's Loans of a particular type, to such Borrower be evidenced by a promissory note Note in an amount equal to the aggregate unpaid principal amount of such Loans. Each such Note shall be in substantially in the form of Exhibit C heretoA hereto with appropriate modifications if it evidences solely Loans of the relevant type. In Each reference in this Agreement to the "NOTE" of such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (orBank shall be deemed to refer to and include any or all of such Notes, as the context may require. Each Bank may record the date and amount of each Loan made by it to each Borrower on its Note of such Borrower and the date and amount of each payment of principal made with respect thereto, and may, if requested by such LenderBank so elects in connection with any transfer or enforcement of its Note of any Borrower, endorse on the schedule forming a part thereof appropriate notations to evidence the foregoing information with respect to each of its Loans to such Lender and its registered assigns) in a form furnished Borrower then outstanding; provided that neither the failure by any Bank to make any such recordation or endorsement, nor any error therein, shall affect the Collateral Agent and reasonably acceptable obligations of any such Borrower under any Loan Documents. Each Bank is hereby irrevocably authorized by each Borrower so to endorse such Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form 's Note payable to the order of the payee named therein (or, if such promissory note is Bank and to attach to and make a registered note, to part of such payee Note a continuation of any such schedule as and its registered assigns)when required.

Appears in 1 contract

Samples: Credit Agreement (Foot Locker Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (ba) The Administrative Agent shall maintain accounts in which it shall record (i) the amount and currency of each Advance Loan made hereunder, the Facility and Type thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the any amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (cb) The entries made in the accounts maintained pursuant to Section 2.12(aclause (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (dc) Any Lender may request that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto(a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Administrative Agent and reasonably acceptable to the Borrower. Thereafter, unless otherwise agreed to by the Advances applicable Lender, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if requested by such promissory note is a registered notepayee, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Apollo Global Management LLC)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the Commitment of each Lender and the amount of each Advance Loan made hereunderhereunder by such Lender, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account accounts of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b2.05(b) shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein and shall be presumptively correct absent demonstrable error; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request in writing that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretoNote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note Note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a the form furnished by the Collateral Agent and reasonably acceptable to Borrower. of Exhibit A. Thereafter, the Advances Loans evidenced by such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.05) be represented by one or more promissory notes Notes in such form payable to the order of the payee named therein therein. (or, if e) Each Lender agrees that it will cancel and return to the Borrower all Notes then held by it upon the earlier of (i) the Maturity Date; provided that no Default shall have then occurred and be continuing or (ii) the date such promissory note is a registered note, Lender's Commitment has been terminated and there are no Loans outstanding to or accrued interest owing to such payee and its registered assigns)Lender.

Appears in 1 contract

Samples: Credit Agreement (Aetna Inc /Pa/)

Evidence of Debt. The Loans may be evidenced by promissory notes (aeach, a “Note”) executed and delivered by the Borrower to each Lender in the principal amount of the Loan or portion thereof made by such Lender. If requested by the Borrower, the Notes may be issued in two series, with one series of Notes being rated by at least one Rating Agency for so long as the Borrower elects to maintain such rating and substantially in the form of Exhibit B-1 hereto (a “Rated Note”). The other series of Notes would not require an explicit rating from the Rating Agencies and each such Note shall be substantially in the form of Exhibit B-2 hereto (an “Unrated Note”). In all respects other than the classification of the Notes as rated or unrated, the Notes will be entitled to identical rights and priority. The Notes will be ranked pari passu and the Lenders holding such Notes will share equally in the Collateral and will be entitled to the same rights and remedies under this Agreement and the other Facility Documents. Each Lender Group may elect, in its sole discretion, to have (if applicable) either a Rated Note or an Unrated Note issued by the Borrower to its Lender Group. In the case of any Lender that does not request a Note, such Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance the Loan or portion thereof made by such Lender, including the amounts outstanding principal balance of principal such Loan and interest the amount of Interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) . The entries made in such accounts of the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) Lenders shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances any Loan in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Loan and Servicing Agreement (Harley Davidson Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower the Borrowers to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts in accordance with its usual practice in which it shall record (i) the amount of each Advance Loan made hereunderand, if a Eurodollar Rate Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower by the Borrowers to each Lender hereunder with respect to each Loan and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account Borrowers, whether such sum constitutes principal or interest (and the type of Loan to which it applies), fees, expenses or other amounts due under the Lenders Loan Documents and each Lender’s 's share thereof, if applicable. (c) The entries made in the accounts maintained pursuant to Section 2.12(aclauses (a) or Section 2.12(band (b) shall above shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that Advances made by it be evidenced by the Borrowers execute and deliver a promissory note or notes payable to such Lender in order to evidence the Indebtedness owing to such Lender by the Borrowers hereunder, the Borrowers shall promptly execute and deliver a Note or Notes to such Lender evidencing any Term Loans and Revolving Loans, as the case may be, of such Lender, substantially in the form forms of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order B-1 (Form of such Lender Revolving Credit Note) or Exhibit B-2 (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order Form of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assignsTerm Note).

Appears in 1 contract

Samples: Secured Super Priority Debtor in Possession Credit Agreement (Exide Corp)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such LenderLender hereunder, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Type thereof and, in the cases of B/A Borrowings and Eurodollar Borrowings, the relevant Contract Period or Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aSections 2.5(a) or Section 2.12(band (b) shall be prima facie conclusive evidence (absent manifest error) of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in Agreement. In the event of any a conflict between the entries made in records maintained by the accounts maintained pursuant to Section 2.12(a) Administrative Agent and the accounts maintained pursuant to Section 2.12(b)any Lender, the accounts records maintained pursuant to Section 2.12(b) by the Administrative Agent shall govern and controlgovern. (d) Any Lender may request that Advances Loans (other than B/As) made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.4) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns). (e) If any payment is required to be made on a day which is not a Business Day, such payment shall be payable on the next Business Day.

Appears in 1 contract

Samples: Tranche a Exit Facility Agreement (Microcell Telecommunications Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower the Borrowers to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts in accordance with its usual practice in which it shall record (i) the amount of each Advance Loan made hereunderand, if a Eurodollar Rate Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower by the Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account of Borrowers, whether such sum constitutes principal or interest, fees, expenses or other amounts due under the Lenders Loan Documents and each Lender’s share Ratable Portion thereof, if applicable. (c) The entries made in the accounts maintained pursuant to clauses (a) and (b) of this Section 2.12(a) or Section 2.12(b) shall 2.6 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of this Agreement, in the event that any Lender may request requests that Advances made by it be evidenced by the Borrowers execute and deliver a promissory note substantially or notes payable to such Lender in order to evidence the form of Exhibit C hereto. In Indebtedness owing to such eventLender by the Borrowers hereunder, Borrower shall the Borrowers will promptly execute and deliver (i) a Revolving Credit Note to such Lender evidencing any Revolving Loans of such Lender, and (ii) if the Roll-Up Event occurs, (A) a promissory note payable Term Loan Note to the order such Lender evidencing any Term Loans of such Lender and (or, if requested by such Lender, B) a Letter of Credit Term Loan Note to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by evidencing any Letter of Credit Term Loans of such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)Lender.

Appears in 1 contract

Samples: Credit and Security Agreement (Tousa Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such LenderLender to the Borrower from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts in which it shall will record (i) the amount of each Advance Loan made hereunder, the Borrower, the Class, Currency and Type thereof and, with respect to any Alternative Rate Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable thereon from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders in prepayment or repayment thereof and each Lender’s share thereofof such prepayment or repayment. (c) The entries made in the accounts maintained pursuant to paragraphs (a) and (b) of this Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein recorded; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the Borrower to repay the Advances Loans made to it in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it hereunder to the Borrower be evidenced by a customary promissory note substantially note, and in the form of Exhibit C hereto. In such event, the Borrower shall promptly execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) assigns in a such form furnished as shall be reasonably specified by the Collateral Agent Administrative Agent. Notwithstanding any other provision of this Agreement, in the event any Lender shall request and reasonably acceptable to Borrower. Thereafterreceive such a promissory note, the Advances evidenced interests represented by such promissory note and interest thereon shall at all times (including after any -66- assignment of all or part of such interests pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and or its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Orient Express Hotels LTD)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of Borrower to such Lender resulting from each Advance made by such Lenderfrom time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance made hereunder, the class and type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower to repay the Advances such obligations in accordance with the terms of this Agreement and their terms. (iic) in the event of any conflict between the The entries made maintained in the accounts maintained pursuant to Section 2.12(aSubsection (a) and (b) above shall be prima facie evidence of the existence and amounts of the obligations therein recorded; provided that the failure of Administrative Agent or any Lender to maintain such accounts maintained pursuant or any error therein shall not in any manner affect the obligation of Borrower to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlrepay such obligations in accordance with their terms. (d) No promissory note shall be required to evidence the Advances by Lenders to Borrower. Any Lender may request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.07) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)form.

Appears in 1 contract

Samples: Margin Loan Agreement (Valor Buyer LP)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrower to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts in accordance with its usual practice in which it shall will record (i) the amount of each Advance Loan made hereunderand, if a Eurodollar Rate Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from by the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender’s 's share thereof, if applicable. (c) The entries made in the accounts maintained pursuant to Section 2.12(aCLAUSES (A) or Section 2.12(band (B) shall of this SECTION 2.7 shall, to the extent permitted by applicable law, be prima facie PRIMA FACIE evidence of the existence and amounts of the obligations recorded therein; provided PROVIDED, HOWEVER, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that Advances made by it be evidenced by the Borrower execute and deliver a promissory note or notes payable to such Lender in order to evidence the Indebtedness owing to such Lender by the Borrower hereunder, the Borrower will promptly execute and deliver a Revolving Credit Note or Revolving Credit Notes to such Lender evidencing any Revolving Credit Loans of such Lender, substantially in the form of Exhibit C hereto. In such eventEXHIBIT B, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances interests evidenced by such promissory note and interest thereon or notes shall at all times (including after assignment pursuant to Section 13.15of all or part of such interests) be represented evidenced by one or more promissory notes in such form Revolving Credit Notes payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)therein.

Appears in 1 contract

Samples: Credit Agreement (Paragon Trade Brands Inc)

Evidence of Debt. (a) Each Lender may, by notice to the Borrowers and the Administrative Agent, request that its Commitments or its Committed Advances be evidenced by a promissory note forms of which are attached hereto as Exhibits F-1, F-2 and F-3 or as an exhibit to the applicable Additional Currency Facility Addendum, in an amount equal to its Commitments, as the case may be. In such event, each Borrower, at its costs, shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns). Thereafter, the Committed Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 10.6) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns). Each such promissory note shall be in form and substance reasonably satisfactory to the requesting Lender, the applicable Borrower and the Administrative Agent. Each reference in this Agreement to the “Note” of such Lender shall be deemed to refer to and include any or all of such Notes, as the context may require. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of each Borrower to such Lender resulting from each Advance made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance made hereunderhereunder and the type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (b) or (c) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of any Borrower to repay the Advances in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Marsh & McLennan Companies, Inc.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing indebtedness of the Indebtedness of Borrower to such Lender resulting from each Advance made by Revolving Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(c), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Advance Revolving Loan made hereunderhereunder and any Note evidencing such Revolving Loan, the Type of such Revolving Loan and each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender’s share thereof.. 084421 000400 DALLAS 2675603.7 [Eighth Amended and Restated Credit Agreement] (c) The entries made in the Register and the accounts of each Lender maintained pursuant to Section 2.12(a3.14(a) or Section 2.12(b) shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Advances Revolving Loans made to the Borrower by such Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may The Borrower agrees that, upon the request that Advances made to the Administrative Agent by it be evidenced by a promissory note substantially in any Lender, the form of Exhibit C hereto. In such event, Borrower shall will execute and deliver to such Lender a promissory note payable to of the order Borrower evidencing any Revolving Loan of such Lender (or, if requested by such Lender, substantially in the form of Exhibit H, with appropriate insertions as to such Lender date and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)principal amount.

Appears in 1 contract

Samples: Credit Agreement (Chesapeake Energy Corp)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance made by owing to such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) . The Register maintained by the Administrative Agent pursuant to Section 8.07(c) shall maintain accounts include a control account, and a subsidiary account for each Lender, in which it accounts (taken together) shall record be recorded (i) the date, amount and tenor, as applicable, of each Advance made hereunderBorrowing, the Type of Advances comprising such Borrowing and the Interest Period applicable thereto, (ii) the terms of each Assumption Agreement and each Assignment and Acceptance delivered to and accepted by it, (iii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iiiiv) the amount of any sum received by the Administrative Agent from the Borrower hereunder for the account of the Lenders and each Lender’s share thereof. (c) . The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) Register shall be prima facie conclusive and binding for all purposes, absent manifest error. If, in the opinion of any Lender, a promissory note or other evidence of debt is required, appropriate or desirable to reflect or enforce the existence and amounts indebtedness of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower to repay resulting from the Advances in accordance with made, or to be made, by such Lender to the terms Borrower, then, upon request of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b)such Lender, the accounts maintained pursuant Borrower shall promptly execute and deliver to Section 2.12(b) shall govern and control. (d) Any such Lender may request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such eventE, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, in an amount up to such Lender and its registered assigns) in a form furnished the maximum amount of Advances payable or to be payable by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable Borrower to the order of the payee named therein (or, if such promissory note is a registered note, Lender from time to such payee and its registered assigns)time hereunder.

Appears in 1 contract

Samples: Revolving Credit Agreement (Hormel Foods Corp /De/)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing indebtedness of the Indebtedness of Borrower to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) in respect of such Loans. The Administrative Agent shall maintain accounts the Register pursuant to Section 10.6(f), and a record therein for each Lender, in which it shall record be recorded (i) the amount of each Advance Loan made hereunderby such Lender, the interest rate applicable thereto and each Interest Payment Date applicable thereto, and (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the Borrower on account of the Lenders and each Lender’s share thereof. (c) such Loan. The entries made in the accounts Register and the records of each Lender maintained pursuant to this Section 2.12(a) or Section 2.12(b) shall 2.5shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts record, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Advances Loans made by such Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (db) Any At the request of any Lender may request (including the Swingline Lender) at any time, the Borrower agrees that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall will execute and deliver to such Lender a promissory note Revolving Note evidencing the Revolving Loans of such Lender and, in the case of the Swingline Lender only, a Swingline Note evidencing the Swingline Loans of the Swingline Lender, payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Agl Resources Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of each Borrower to such Lender resulting from each Advance made Loan made, and each Foreign Credit Instrument issued, by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent Agent, on behalf of the Borrowers, shall maintain accounts the Register pursuant to Section 9.4(c) and a subaccount for each Lender in which it shall record (i) the amount of each Advance Loan made hereunderhereunder (whether or not evidenced by a promissory note), the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or and/or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. The Foreign Trade Facility Agent shall maintain records in which it shall record all relevant details about each Foreign Credit Instrument issued hereunder and, upon the request of the Administrative Agent, the Foreign Trade Facility Agent shall make such records (or copies thereof) available to the Administrative Agent. (c) The entries made in the accounts Register maintained pursuant to paragraph (b) of this Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of any Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Upon the request of any Lender may request that Advances made by it be evidenced by a promissory note substantially in through the form of Exhibit C hereto. In such eventAdministrative Agent, the Parent Borrower shall execute and deliver to such Lender (through the Administrative Agent) a promissory note payable to the order of such Lender (ornote, if requested by which shall evidence such Lender, ’s Loans in addition to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borroweraccounts or records. Thereafter, the Advances evidenced by Each such promissory note shall (i) in the case of Domestic Revolving Loans, be in the form of Exhibit J (a “Domestic Revolving Note”), (ii) in the case of Global Revolving Loans, be in the form of Exhibit K (a “Global Revolving Note”), (iii) in the case of Swingline Loans, be in the form of Exhibit L (a “Swingline Note”) and interest (iv) in the case of Incremental Term Loans, be in the form of Exhibit M (an “Incremental Term Note”). Each Lender may attach schedules to its Note and endorse thereon shall at all times the date, Type (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order if applicable), amount, currency and maturity of the payee named therein (or, if such promissory note is a registered note, to such payee its Loans and its registered assigns)payments with respect thereto.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Evidence of Debt. (a) Each Lender Bank shall maintain in accordance with its usual practice an account or accounts evidencing indebtedness of each of the Indebtedness of Borrower Borrowers to such Lender Bank resulting from each Advance made by Loan of such LenderBank from time to time, including the amounts and currency of principal and interest payable and paid to such Lender Bank from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts the Register pursuant to subsection 12.04(c), and a subaccount therein for each Bank in which it shall record be recorded (i) the amount and currency of each Advance Revolving Loan, Local Currency Loan and Term Loan made hereunder, the Type thereof and each Interest Period or B/A Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower each of the Borrowers to each Lender Bank hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for the account from each of the Lenders Borrowers and each Lender’s Bank's share thereof. (c) The entries made in the Register and the accounts of each Bank maintained pursuant to Section 2.12(asubsection 1.05(a) or Section 2.12(b) shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrowers therein recorded; provided provided, however, that (i) the failure of any Lender Bank or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of each Borrower to repay (with applicable interest) the Advances Loans made to such Borrower by such Bank in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may Each of the Borrowers agrees that, upon the request that Advances made to the Administrative Agent by it be evidenced by any Bank, the applicable Borrower will execute and deliver to such Bank (i) a promissory note of the Company evidencing the Revolving Loans of such Bank, substantially in the form of Exhibit C hereto. In such eventB-4 with appropriate insertions as to date and principal amount (a "Revolving Note"), Borrower shall execute and deliver to such Lender (ii) a promissory note payable to of the order Company evidencing the U.S. Dollar A Term Loan of such Lender U.S. Dollar A Term Loan Bank, substantially in the form of Exhibit B-1 with appropriate insertions as to date and principal amount (ora "U.S. Dollar A Term Note"), if requested by such Lender, to such Lender and its registered assigns(iii) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein Company evidencing the B Term Loan of such Bank, substantially in the form of Exhibit B-2 with appropriate insertions as to date and principal amount (ora "B Term Note"), if such (iv) a promissory note is of the Company evidencing the C Term Loan of such Bank, substantially in the form of Exhibit B-3 with appropriate insertions as to date and principal amount (a registered note"C Term Note"), (v) a promissory note of the Company evidencing the Swingline Loan of such Bank, substantially in the form of Exhibit B-5 with appropriate insertions as to date and principal amount (a "Swingline Note"), (vi) a promissory note of the Canadian Borrower evidencing the Canadian Dollar A Term Loan of such payee Canadian Dollar A Term Loan Bank, substantially in the form of Exhibit B-6 with appropriate insertions as to date and its registered assignsprincipal amount (a "Canadian Dollar A Term Note"), (vii) a promissory note of the U.K. Borrower evidencing the U.K. A Term Loan of such U.K. A Term Loan Bank, substantially in the form of Exhibit B-7 with appropriate insertions as to date and principal amount (a "U.K. A Term Note") and (viii) a promissory note of the applicable Borrower evidencing the Local Currency Loan of such Bank, substantially in the form of Exhibit B-8 with appropriate insertions as to date and principal amount (a "Local Currency Note").

Appears in 1 contract

Samples: Credit Agreement (Fisher Scientific International Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing may, by notice to the Indebtedness of Borrower to such Lender resulting from each Advance made by such Lender, including the amounts of principal Borrowers and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower to repay the Advances in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b)Agent, the accounts maintained pursuant to Section 2.12(b) shall govern and control. (d) Any Lender may request that its Commitments or its Advances made by it be evidenced by a promissory note substantially forms of which are attached hereto as Exhibits F-1, F-2 and F-3 or as an exhibit to the applicable Additional Currency Facility Addendum, in an amount equal to its Commitments, as the form of Exhibit C heretocase may be. In such event, Borrower each Borrower, at its costs, shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower). Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.1510.6) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns). Each such promissory note shall be in form and substance reasonably satisfactory to the requesting Lender, the applicable Borrower and the Administrative Agent. Each reference in this Agreement to the “Note” of such Lender shall be deemed to refer to and include any or all of such Notes, as the context may require. (b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of each Borrower to such Lender resulting from each Advance made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance made hereunder and the type thereof and the Interest Period applicable

Appears in 1 contract

Samples: Credit Agreement (Marsh & McLennan Companies, Inc.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of each Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class, Type and currency thereof and, in the case of any Eurocurrency Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account accounts of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans of any Class made by it be evidenced by a promissory note in substantially in the form of Exhibit C K hereto. In such event, Borrower each Borrower, at its own expense, shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished consistent with this Agreement and reasonably approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by each such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.1510.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (GrafTech Holdings Inc.)

Evidence of Debt. For purposes of this Section, the term “Borrower” includes the Canadian Borrower. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrower to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 11.6(b), and a sub-account therein for each Lender, in which it shall record be recorded (i) the amount of each Advance Loan made hereunderhereunder and any Note evidencing such Loan, the Type of such Loan and each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each LenderXxxxxx’s share thereof. (c) The entries made in the Register and the accounts of each Lender maintained pursuant to Section 2.12(a4.14(a) or Section 2.12(b) shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) of the Borrower therein recorded, but the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Advances Loans made to the Borrower by such Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may The Borrower agrees that, upon the request that Advances made to the Administrative Agent by it be evidenced by a promissory note substantially in any Lender, the form of Exhibit C hereto. In such event, Borrower shall will execute and deliver to such Lender a promissory note payable to of the order Borrower evidencing any Term Loans, Closing Date Revolving Facility Loans, 2024 Canadian Revolving Facility Loans, Closing Date Revolving Facility Swingline Loans or 2024 Canadian Revolving Facility Swingline Loans, as the case may be, of such Lender (or, if requested by such Lender, substantially in the forms of Exhibit G-1, G-2-2-1, G-2-2, G-3-1 or G-3-3-2, respectively, with appropriate insertions as to such Lender date and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)principal amount.

Appears in 1 contract

Samples: First Amendment Agreement (OPENLANE, Inc.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing indebtedness of the Indebtedness of Borrower to such Lender resulting from each Advance made by Revolving Credit Loan or Term Loan of such LenderLender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts the Register pursuant to subsection 11.6(b), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Advance Revolving Credit Loan or Term Loan made hereunder, the Type thereof and each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of the Revolving Credit Loans or Term Loans and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account Borrower in respect of the Lenders Revolving Credit Loans or Term Loans and each Lender’s share thereof. (c) The entries made in the Register and the accounts of each Lender maintained pursuant to Section 2.12(asubsection 4.16(a) or Section 2.12(b) shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that (i) the failure of any Lender to maintain such account or the Administrative Agent to maintain such accounts the Register, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Advances Loans made to the Borrower by such Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may The Borrower agrees that it will, upon the request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such eventany Term Lender, Borrower shall execute and deliver to such Lender a promissory note payable to of the order Borrower evidencing the Term Loans of such Lender owed by it, substantially in the form attached hereto as Exhibit A-1 with appropriate insertions as to date and principal amount (oreach, if requested by a “Term Loan Note”). The Borrower agrees that it will, upon the request of any Revolving Lender, execute and deliver to such (i) a promissory note of the Borrower evidencing the Revolving Credit Loans of such Lender, substantially in the form attached hereto as Exhibit A-2 with appropriate insertions as to date and principal amount (each, a “Revolving Credit Note”) and/or (ii) a promissory note of the Borrower evidencing the Swing Line Loans of such Lender, substantially in the form attached hereto as Exhibit A-3 with appropriate insertions as to date and principal amount (each, a “Swing Line Note”); provided that any Revolving Credit Note or Swing Line Note previously delivered to such Lender (or any predecessor thereof) has been returned to the Borrower and its registered assigns) marked cancelled or an affidavit of lost or destroyed Note (in a form furnished by the Collateral Agent and reasonably acceptable to the Borrower. Thereafter, the Advances evidenced ) is executed and delivered by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes requesting Lender in lieu of such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)Note.

Appears in 1 contract

Samples: Credit Agreement (Nbty Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of each Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance LC Facility Participation and Loan made hereunder, the Type thereof and the Interest Period (if any) applicable to each Loan hereunder, (ii) the amount of any principal or principal, interest and fees due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) 2.07 shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of any Borrower to repay the Advances its Obligations in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the applicable Borrower shall reasonably promptly prepare, execute and deliver to such Lender a promissory note Revolving Credit Note or Term Loan Note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) assigns and in a substantially the form furnished by the Collateral Agent of Exhibit F-1 or Exhibit F-2 hereto, as applicable, with appropriate insertions and reasonably acceptable to Borrowerdeletions. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Amendment Agreement (MPBP Holdings, Inc.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower the Company to such Lender resulting from each Advance Loan made or continued hereunder by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made or continued hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower the Company to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) 2.08 shall be prima facie PRIMA FACIE evidence of the existence and amounts of the obligations recorded therein; provided PROVIDED that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower the Company to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made or continued by it hereunder be evidenced by a promissory note substantially in the form of Exhibit C heretonote(s). In such event, Borrower the Company, at its own expense, shall prepare, execute and deliver to such Lender a promissory note note(s) payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Administrative Agent and reasonably acceptable to Borrowersuch note(s) shall be evidence of such Loans (and all amounts payable in respect thereof). Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).CREDIT AGREEMENT

Appears in 1 contract

Samples: Credit Agreement (Be Aerospace Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrower to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (bi) The Administrative Agent, acting as agent of the Borrower solely for this purpose and for tax purposes, shall establish and maintain at its address referred to in Section 11.8 (Notices, Etc.) a record of ownership (the "Register") in which the Administrative Agent agrees to register by book entry the Administrative Agent's and each Lender's interest in each Loan and in the right to receive any payments hereunder and any assignment of any such interest or rights. In addition, the Administrative Agent, acting as agent of the Borrower solely for this purpose and for tax purposes, shall establish and maintain accounts in the Register in accordance with its usual practice in which it shall record (i) the amount names and addresses of each Advance made hereunderthe Lenders, (ii) the amount of each Loan made and, if a Eurodollar Rate Loan, the Interest Period applicable thereto, (iii) the SECOND LIEN CREDIT AGREEMENT TECUMSEH PRODUCTS COMPANY amount of any principal or interest due and payable payable, and paid, by the Borrower to, or to become due and payable from Borrower to for the account of, each Lender hereunder and (iiiiv) the amount of any sum received by the Administrative Agent hereunder for from the account Borrower, whether such sum constitutes principal or interest (and the type of Loan to which it applies), fees, expenses or other amounts due under the Loan Documents and each Lender's share thereof, if applicable. (ii) Notwithstanding anything to the contrary contained in this Agreement, the Loans (including the Term Loan Notes evidencing such Loans) are registered obligations and the right, title, and interest of the Lenders and each their assignees in and to such Loans shall be transferable only upon notation of such transfer in the Register. A Term Loan Note shall only evidence the Lender’s share thereof's or a registered assignee's right, title and interest in and to the related Loan, and in no event is any such Term Loan Note to be considered a bearer instrument or obligation. This Section 2.5(b) and Section 11.2 (Assignments and Participations) shall be construed so that the Loans are at all times maintained in "registered form" within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the Code and any related regulations (or any successor provisions of the Code or such regulations). (c) The entries made in the Register and in the accounts therein maintained pursuant to Section 2.12(aclauses (a) or Section 2.12(band (b) shall above shall, to the extent permitted by applicable law and subject to the Borrower's right to object to any entry in the Register within thirty days of the date of such entry, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the Borrower to repay the Advances Loans in accordance with their terms. In addition, the terms Loan Parties, the Administrative Agent and the Lenders shall treat each Person whose name is recorded in the Register as a Lender for all purposes of this Agreement and (ii) Agreement. Information contained in the event of Register with respect to any conflict between Lender shall be available for inspection by the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b)Borrower, the accounts maintained pursuant Administrative Agent or such Lender at any reasonable time and from time to Section 2.12(b) shall govern and controltime upon reasonable prior notice. (d) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that Advances made by it be evidenced by the Borrower execute and deliver a promissory note or notes payable to such Lender in order to evidence the Indebtedness owing to such Lender by the Borrower hereunder, the Borrower shall promptly execute and deliver a Term Loan Note or Term Loan Notes to such Lender evidencing the Term Loans of such Lender, substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order B (Form of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assignsTerm Loan Note).

Appears in 1 contract

Samples: Second Lien Credit Agreement (Tecumseh Products Co)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrower to such Lender resulting from each Advance made by such LenderLender hereunder, including the amounts of principal and interest payable and paid to such Lender lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts and records in which it shall record (i) the amount of each Advance made hereunder, the type of Advance and, in the cases of B/A Advances and Eurodollar Rate Advances, the relevant Contract Period or Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aSections 2.18(a) or Section 2.12(band (b) shall be prima facie conclusive evidence (absent manifest error) of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances in accordance with the terms of this Agreement and (ii) in Agreement. In the event of any a conflict between the entries made in records maintained by the accounts maintained pursuant to Section 2.12(a) Administrative Agent and the accounts maintained pursuant to Section 2.12(b)any Lender, the accounts records maintained pursuant to Section 2.12(b) by the Lender shall govern and control. (d) govern. Any Lender may request that Advances Loans (other than B/As) made by it be evidenced by a promissory note substantially in the form of Exhibit C heretoNote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note Note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and substantially in a the form furnished by the Collateral Agent and reasonably acceptable to Borrowerattached as Exhibit A hereto. Thereafter, the Advances Loans evidenced by such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.07) be represented by one or more promissory notes Notes in such form payable to the order of the payee named therein (or, if such promissory note Note is a registered noteNote, to such payee and its registered assigns).

Appears in 1 contract

Samples: Canadian Credit Agreement (Burlington Resources Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrower to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts in accordance with its usual practice in which it shall will record (i) the amount of each Advance Loan made hereunderand, if a Eurodollar Rate Loan, the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from by the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender’s 's share thereof, if applicable. (c) The entries made in the accounts maintained pursuant to clauses (a) and (b) of this Section 2.12(a) or Section 2.12(b) shall 2.7 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controltheir terms. (d) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that Advances made by it be evidenced by the Borrower execute and deliver a promissory note or notes payable to such Lender in order to evidence the Indebtedness owing to such Lender by the Borrower hereunder, the Borrower will promptly execute and deliver a Revolving Credit Note or Revolving Credit Notes to such Lender evidencing any Revolving Loans of such Lender, substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).B.

Appears in 1 contract

Samples: Secured Super Priority Debtor in Possession Revolving Credit Agreement (Kasper a S L LTD)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Credit Extension made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. Any Lender may, by written notice to the Borrower, request that Revolving Credit Loans made by it to the Borrower be evidenced by a Revolving Credit Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Revolving Credit Note promissory note payable to such Lender, which shall evidence such Lender’s Revolving Credit Loans. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Credit Extension made hereunder, the Type thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iii) the any amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) In addition to the accounts and records referred to in Sections 2.05(a) and 2.05(b), each Lender and the Administrative Agent shall maintain in accordance with its usual practice accounts or records and, in the case of the Administrative Agent, entries in the Register, evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the Register and the corresponding accounts and records maintained by the Administrative Agent and the accounts and records of any Lender in respect of such matters, the Register and the corresponding accounts and records of the Administrative Agent shall control in the absence of manifest error. (d) The entries made in the accounts maintained pursuant to Section 2.12(aSections 2.05(a), 2.05(b) or Section 2.12(b2.05(c) shall be prima facie evidence absent manifest error of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Revolving Credit Loans or other Credit Extensions under this Agreement in accordance with the terms of this Agreement and (ii) Agreement; provided, further, that in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(aSections 2.05(a), 2.05(b) and the accounts maintained pursuant to Section 2.12(b2.05(c), the accounts Register and corresponding entries maintained pursuant to Section 2.12(b) by the Administrative Agent shall govern and control. (d) Any Lender may request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Uncommitted Credit Agreement (Par Pacific Holdings, Inc.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing indebtedness of the Indebtedness of Borrower to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) in respect of such Loans. The Administrative Agent shall maintain accounts the Register pursuant to Section 10.6(f), and a record therein for each Lender, in which it shall record be recorded (i) the amount of each Advance Loan made hereunderby such Lender, the interest rate applicable thereto and each Interest Payment Date applicable thereto, and (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the Borrower on account of the Lenders and each Lender’s share thereof. (c) such Loan. The entries made in the accounts Register and the records of each Lender maintained pursuant to this Section 2.12(a) or Section 2.12(b) shall 2.5 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts record, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Advances Loans made by such Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (db) Any At the request of any Lender may request (including the Swingline Lender) at any time, the Borrower agrees that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall will execute and deliver to such Lender a promissory note Revolving Note evidencing the Revolving Loans of such Lender and, in the case of the Swingline Lender only, a Swingline Note evidencing the Swingline Loans of the Swingline Lender, payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Agl Resources Inc)

Evidence of Debt. (a) Each The Loans and other credit extensions made by each Lender shall be evidenced by one or more accounts or records maintained by the Administrative Agent (the “Loan Account”) in the ordinary course of business. In addition, each other Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance made by the Loans owing to such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. In the event of any conflict between the accounts and records maintained by any Xxxxxx and the accounts and records of the Administrative Agent in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. The Borrower agrees that upon notice by any Lender to the Borrower (with a copy of such notice to the Administrative Agent) to the effect that a promissory note or other evidence of indebtedness is required or appropriate in order for such Lender to evidence (whether for purposes of pledge, enforcement or otherwise) the Loans owing to, or to be made by, such Lender, the Borrower shall promptly execute and deliver to such Lender, with a copy to the Administrative Agent, a Note, in substantially the form of Exhibit A hereto payable to the order of such Lender in a principal amount equal to the Commitment of such Lender. All references to Notes in the Loan Documents shall mean Notes, if any, to the extent issued hereunder. (b) The Register maintained by the Administrative Agent pursuant to Section 9.07(d) shall maintain accounts include a control account, and a subsidiary account for each Lender, in which it accounts (taken together) shall record be recorded (i) the date and amount of each Advance Borrowing made hereunder, (ii) the terms of each Assignment and Assumption delivered to and accepted by it, (iii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iiiiv) the amount of any sum received by the Administrative Agent from the Borrower hereunder for the account of the Lenders and each LenderXxxxxx’s share thereof. (c) The entries Entries made in good faith by the accounts maintained Administrative Agent in the Register pursuant to Section 2.12(a) 2.16(b), and by each Lender in its account or accounts pursuant to Section 2.12(b) 2.16(a), shall be prima facie evidence of the existence amount of principal and amounts interest due and payable or to become due and payable from the Borrower to, in the case of the obligations recorded thereinRegister, each Lender and, in the case of such account or accounts, such Lender, under this Agreement, absent manifest error; provided provided, however, that (i) the failure of any Lender or the Administrative Agent or such Lender to maintain such accounts make an entry, or any error therein finding that an entry is incorrect, in the Register or such account or accounts shall not in any manner limit or otherwise affect the obligation of Borrower to repay the Advances in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and control. (d) Any Lender may request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order obligations of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)Borrower under this Agreement.

Appears in 1 contract

Samples: Asset Based Term Loan Agreement (Express, Inc.)

Evidence of Debt. (a) Each The Loans and other credit extensions made by each Lender shall be evidenced by one or more accounts or records maintained by the Administrative Agent (the “Loan Account”) in the ordinary course of business. In addition, each other Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance made by the Loans owing to such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Administrative Agent in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. The Borrower agrees that upon notice by any Lender to the Borrower (with a copy of such notice to the Administrative Agent) to the effect that a promissory note or other evidence of indebtedness is required or appropriate in order for such Lender to evidence (whether for purposes of pledge, enforcement or otherwise) the Loans owing to, or to be made by, such Lender, the Borrower shall promptly execute and deliver to such Lender, with a copy to the Administrative Agent, a Note, in substantially the form of Exhibit A hereto payable to the order of such Lender in a principal amount equal to the Commitment of such Lender. All references to Notes in the Loan Documents shall mean Notes, if any, to the extent issued hereunder. (b) The Register maintained by the Administrative Agent pursuant to Section 9.07(d) shall maintain accounts include a control account, and a subsidiary account for each Lender, in which it accounts (taken together) shall record be recorded (i) the date and amount of each Advance Borrowing made hereunder, (ii) the terms of each Assignment and Assumption delivered to and accepted by it, (iii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iiiiv) the amount of any sum received by the Administrative Agent from the Borrower hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries Entries made in good faith by the accounts maintained Administrative Agent in the Register pursuant to Section 2.12(asubsection (b) above, and by each Lender in its account or Section 2.12(baccounts pursuant to subsection (a) above, shall be prima facie evidence of the existence amount of principal and amounts interest due and payable or to become due and payable from the Borrower to, in the case of the obligations recorded thereinRegister, each Lender and, in the case of such account or accounts, such Lender, under this Agreement, absent manifest error; provided provided, however, that (i) the failure of any Lender or the Administrative Agent or such Lender to maintain such accounts make an entry, or any error therein finding that an entry is incorrect, in the Register or such account or accounts shall not in any manner limit or otherwise affect the obligation of Borrower to repay the Advances in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and control. (d) Any Lender may request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order obligations of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)Borrower under this Agreement.

Appears in 1 contract

Samples: Asset Based Term Loan Agreement (Express, Inc.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the Commitment of each Lender and the amount of each Advance Loan made hereunderhereunder by such Lender, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account accounts of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b2.07(b) shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein and shall be presumptively correct absent demonstrable error; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request in writing that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretoNote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note Note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a the form furnished by the Collateral Agent and reasonably acceptable to Borrower. of Exhibit A. Thereafter, the Advances Loans evidenced by such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.05) be represented by one or more promissory notes Notes in such form payable to the order of the payee named therein therein. (or, if e) Each Lender agrees that it will cancel and return to the Borrower all Notes then held by it upon the earlier of (i) the Maturity Date; provided that no Default shall have then occurred and be continuing or (ii) the date such promissory note is a registered note, Lender's Commitment has been terminated and there are no Loans outstanding to or accrued interest owing to such payee and its registered assigns)Lender.

Appears in 1 contract

Samples: Credit Agreement (Aetna Inc /Pa/)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing indebtedness of the Indebtedness of Borrower to such Lender resulting from each Advance made by Revolving Credit Loan or Term Loan of such LenderLender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall maintain accounts the Register pursuant to subsection 11.6(b), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Advance Revolving Credit Loan or Term Loan made hereunder, the Type thereof and each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of the Revolving Credit Loans or Term Loans and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account Borrower in respect of the Lenders Revolving Credit Loans or Term Loans and each Lender’s share thereof. (c) The entries made in the Register and the accounts of each Lender maintained pursuant to Section 2.12(asubsection 4.16(a) or Section 2.12(b) shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that (i) the failure of any Lender to maintain such account or the Administrative Agent to maintain such accounts the Register, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Advances Loans made to the Borrower by such Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may The Borrower agrees that it will, upon the request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such eventany Term Lender, Borrower shall execute and deliver to such Lender a promissory note payable to of the order Borrower evidencing the Term Loans of such Lender owed by it, substantially in the form attached hereto as Exhibit A-1 with appropriate insertions as to date and principal amount (oreach, if requested by a “Term Loan Note”). The Borrower agrees that it will, upon the request of any Revolving Lender, execute and deliver to such Lender (i) a promissory note of the Borrower evidencing the Revolving Credit Commitment of such Lender, substantially in the form attached hereto as Exhibit A-2 with appropriate insertions as to date and principal amount (each, a “Revolving Credit Note”) and/or (ii) a promissory note of the Borrower evidencing the Swing Line Loans of the Swing Line Lender, substantially in the form attached hereto as Exhibit A-3 with appropriate insertions as to date and principal amount (each, a “Swing Line Note”); provided that any Revolving Credit Note or Swing Line Note previously delivered to such Lender (or any predecessor thereof) has been returned to the Borrower and its registered assigns) marked cancelled or an affidavit of lost or destroyed Note (in a form furnished by the Collateral Agent and reasonably acceptable to the Borrower. Thereafter, the Advances evidenced ) is executed and delivered by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes requesting Lender in lieu of such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)Note.

Appears in 1 contract

Samples: Credit Agreement (Napco Security Technologies, Inc)

Evidence of Debt. (a) Each Lender may, by notice to the Borrowers and the Administrative Agent, request that its Commitments or its Advances be evidenced by a promissory note forms of which are attached hereto as Exhibits F-1, F-2 and F-3 or as an exhibit to the applicable Additional Currency Facility Addendum, in an amount equal to its Commitments, as the case may be. In such event, each Borrower, at its costs, shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns). Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 10.6) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns). Each such promissory note shall be in form and substance reasonably satisfactory to the requesting Lender, the applicable Borrower and the Administrative Agent. Each reference in this Agreement to the “Note” of such Lender shall be deemed to refer to and include any or all of such Notes, as the context may require. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of each Borrower to such Lender resulting from each Advance made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder.. 49 (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance made hereunderhereunder and the type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (b) or (c) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of any Borrower to repay the Advances in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: 5 Year Credit Agreement (Marsh & McLennan Companies, Inc.)

Evidence of Debt. (a) Each The Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such the Lender resulting from each Advance Loan made by such the Lender, including the amounts of principal and interest payable and paid to such the Lender from time to time hereunder. (b) The Administrative Agent Lender shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each the Lender hereunder and (iii) the amount of any sum received by the Administrative Agent Lender hereunder for the account of the Lenders Lender and each the Lender’s share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any the Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any The Lender may request that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such the Lender a promissory note payable to the order of such the Lender (or, if requested by such the Lender, to such the Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerLender. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.158.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Caraco Pharmaceutical Laboratories LTD)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the Indebtedness of Borrower the Borrowers to such Lender resulting from each Advance Loan made by such LenderLender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) under this Agreement. The Administrative Agent shall maintain accounts appropriate records in which it shall record be recorded (i) the Commitments of each Lender, (ii) the amount of each Advance Loan made hereunderhereunder by each Lender, the Class thereof and the Interest Period applicable thereto, (iiiii) the date and amount of any principal or interest due and payable or to become due and payable from Borrower the Borrowers to each Lender hereunder in respect of the Loans and (iiiiv) both the date and amount of any sum received by the Administrative Agent hereunder for from the account Borrowers in respect of the Lenders Loans and each Lender’s share Pro Rata Share thereof. (c) . The entries made in the accounts maintained pursuant to Section 2.12(a) or Section 2.12(b) such records shall be prima facie evidence of conclusive and binding as to the existence and amounts of the obligations of the Borrowers therein recorded thereinabsent manifest error; provided that (i) the failure or delay of any Lender or the Administrative Agent to maintain in maintaining or making entries into any such accounts record or any error therein shall not in any manner affect the obligation of Borrower the Borrowers to repay the Advances Loans (both principal and unpaid accrued interest) of such Lender in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (db) Any This Agreement evidences the obligation of the Borrowers to repay the Loans and is being executed as a “noteless” credit agreement. However, at the request of any Lender may request (including the Swing Line Lender) at any time, the Borrowers agree that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such eventthey will prepare, Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15permitted hereunder) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns). (c) In addition to the accounts and records referred to in clause (a) above, each Lender and the Administrative Agent shall maintain in accordance with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Swing Line Loans. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error.

Appears in 1 contract

Samples: Credit Agreement (LMP Automotive Holdings, Inc.)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the US Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower the Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower the Borrowers to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, Borrower the Borrowers shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a the form furnished by the Collateral Agent and reasonably acceptable to Borrower. attached hereto as Exhibit B. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.159.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Tesco Corp)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing indebtedness of the Indebtedness of Borrower to such Lender resulting from each Advance made by Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) in respect of such Loans. The Administrative Agent shall maintain accounts the Register pursuant to Section 10.6(d), and a record therein for each Lender, in which it shall record be recorded (i) the amount of each Advance Loan made hereunderby such Lender, the interest rate applicable thereto and each Interest Payment Date applicable thereto, and (ii) the amount of any principal or interest due and payable or to become due and payable from Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the Borrower on account of the Lenders and each Lender’s share thereof. (c) such Loan. The entries made in the accounts Register and the records of each Lender maintained pursuant to this Section 2.12(a) or Section 2.12(b) shall 2.3 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts record, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Advances Loans made by such Lender in accordance with the terms of this Agreement and (ii) in Agreement. At the event request of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b)Lender at any time, the accounts maintained pursuant to Section 2.12(b) shall govern and control. (d) Any Lender may request Borrower agrees that Advances made by it be evidenced by a promissory note substantially in the form of Exhibit C hereto. In such event, Borrower shall will execute and deliver to such Lender a promissory note Note evidencing the Revolving Loans and the Term Loan of such Lender, payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to Borrower. Thereafter, the Advances evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.15) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Appears in 1 contract

Samples: 364 Day Credit Agreement (Agl Resources Inc)

Evidence of Debt. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness indebtedness of the Borrower to such Lender resulting from each Advance Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Advance Loan made hereunder, the Class, Sub-Class (if such Loan is a Revolving Credit Loan) and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s 's share thereof. (c) The entries made in the accounts maintained pursuant to Section 2.12(aparagraph (a) or (b) of this Section 2.12(b) shall be prima facie PRIMA FACIE evidence of the existence and amounts of the obligations recorded therein; provided PROVIDED that (i) the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Advances Loans in accordance with the terms of this Agreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.12(a) and the accounts maintained pursuant to Section 2.12(b), the accounts maintained pursuant to Section 2.12(b) shall govern and controlAgreement. (d) Any Lender may request that Advances Loans made by it be evidenced by a promissory note substantially in the form of Exhibit C heretonote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished approved by the Collateral Agent and reasonably acceptable to BorrowerAdministrative Agent. Thereafter, the Advances Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.1512.06) be represented by one or more promissory notes in such form (payable to the order of the payee named therein (each Lender holding a portion of such Loans, or, if such promissory note is a registered note, to such payee Lender and its registered assigns).. CREDIT AGREEMENT

Appears in 1 contract

Samples: Credit Agreement (Panavision Inc)

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