Evidence of Indebtedness. The Advances made by each Lender, and the Swingline Advances made by the Swingline Lender, shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Lender and the Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.
Appears in 6 contracts
Samples: Credit Agreement (Nine Energy Service, Inc.), Credit Agreement (Nine Energy Service, Inc.), Credit Agreement (Nine Energy Service, Inc.)
Evidence of Indebtedness. (a) The Advances and Letters of Credit made by each Lender, and the Swingline Advances made by the including any Swingline Lender, shall be evidenced by one or more accounts or records maintained by such Lender or the such Swingline Lender and by the Applicable Administrative Agent with respect to the applicable Facility in the ordinary course of business. The accounts or records maintained by the Administrative AgentAgents, the Swingline Lender applicable Lenders and the Swingline Lenders shall be conclusive absent manifest error of the amount of the Advances and Letters of Credit made by such Lenders and or such Swingline Lender Lenders to the Applicable Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Applicable Borrower hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender or any Swingline Lender and the accounts and records of the Applicable Administrative Agent in respect of such matters, the accounts and records of the Applicable Administrative Agent shall control in the absence of manifest error. Upon the request of any Lender to the a Borrower made through the Applicable Administrative Agent, the such Borrower shall execute and deliver to such Lender or such Swingline Lender (through the Applicable Administrative Agent) the applicable Note or Notes which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the such Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note endorse thereon the date, Type (if applicable), amount, currency and maturity of its Advances or Swingline Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.
Appears in 5 contracts
Samples: Credit Agreement (Complete Production Services, Inc.), Credit Agreement (Complete Production Services, Inc.), Credit Agreement (Complete Production Services, Inc.)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrowers, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower relevant Borrowers shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition Each Borrower and each Lender agrees from time to time after the occurrence and during the continuance of an Event of Default under Section 8.01(f) or Section 8.01(g)(i) to execute and deliver to the accounts Administrative Agent all such Notes or other promissory notes and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender other instruments and documents as the Administrative Agent shall maintain reasonably request to evidence and confirm the respective interests and obligations of the Lenders after giving effect to any exchange of Lenders’ interests pursuant to arrangements relating thereto among the Lenders, and each Lender agrees to surrender any Notes or other promissory notes originally received by it in accordance connection with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by Loans hereunder to the Administrative Agent and the accounts and records against delivery of any Lender (Notes or other than the Issuing Lender) in respect of such matters, the accounts promissory notes so executed and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errordelivered.
Appears in 5 contracts
Samples: Credit Agreement (Sensata Technologies Holding N.V.), Credit Agreement (Universal Hospital Services Inc), Credit Agreement (Universal Hospital Services Inc)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent in accordance with Section 10.07(c), acting as a non-fiduciary agent solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline each Lender and the Lenders Register maintained by the Administrative Agent shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Administrative Agent Register in respect of such matters, the accounts and records of the Administrative Agent Register shall control in the absence of manifest error. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition The Borrower and each Lender agrees from time to time after the occurrence and during the continuance of an Event of Default under Section 8.01(f) or Section 8.01(g)(i) to execute and deliver to the accounts Administrative Agent all such Notes or other promissory notes and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender other instruments and documents as the Administrative Agent shall maintain reasonably request to evidence and confirm the respective interests and obligations of the Lenders after giving effect to any exchange of Lenders’ interests pursuant to arrangements relating thereto among the Lenders, and each Lender agrees to surrender any Notes or other promissory notes originally received by it in accordance connection with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by Loans hereunder to the Administrative Agent and the accounts and records against delivery of any Lender (Notes or other than the Issuing Lender) in respect of such matters, the accounts promissory notes so executed and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errordelivered.
Appears in 5 contracts
Samples: Credit Agreement (Quintiles Transnational Holdings Inc.), Credit Agreement (Quintiles Transnational Holdings Inc.), Credit Agreement (Quintiles Transnational Holdings Inc.)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting as a non-fiduciary agent solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline each Lender and the Lenders Register maintained by the Administrative Agent shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Administrative Agent Register in respect of such matters, the accounts and records of the Administrative Agent Register shall control in the absence of manifest error. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition The Borrower and each Lender agrees from time to time after the occurrence and during the continuance of a Default or Event of Default under Section 8.01(f) or Section 8.01(g)(i) to execute and deliver to the accounts Administrative Agent all such Notes or other promissory notes and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender other instruments and documents as the Administrative Agent shall maintain reasonably request to evidence and confirm the respective interests and obligations of the Lenders after giving effect to any exchange of Lenders’ interests pursuant to arrangements relating thereto among the Lenders, and each Lender agrees to surrender any Notes or other promissory notes originally received by it in accordance connection with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by Loans hereunder to the Administrative Agent and the accounts and records for cancellation against delivery of any Lender (Notes or other than the Issuing Lender) in respect of such matters, the accounts promissory notes so executed and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errordelivered.
Appears in 4 contracts
Samples: Credit Agreement (ClubCorp Holdings, Inc.), Credit Agreement (ClubCorp Holdings, Inc.), Credit Agreement (ClubCorp Club Operations, Inc.)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower Loans in addition to such accounts or records. Upon Any such Note evidencing a Term Loan prior to the Fourth Amendment Effective Date that was converted into a Tranche C Term Loan on the Fourth Amendment Effective Date may be exchanged, upon the request of the Swingline relevant Term Lender through the Administrative Agent and the surrender to the BorrowerAdministrative Agent of such existing Note, for Notes that the Borrower shall Company will execute and deliver to through the Swingline Lender a Swingline Note Administrative Agent, evidencing the Tranche C Term Loans into which shall evidence such Term Loan was converted on the Swingline Advances to the Borrower in addition to such accounts or recordsFourth Amendment Effective Date. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.
Appears in 4 contracts
Samples: Credit Agreement (Sungard Data Systems Inc), Credit Agreement (Sungard Capital Corp Ii), Credit Agreement (Sungard Capital Corp Ii)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103 1(c), as agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) a Note payable to the applicable Notes order of such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender and the Administrative Agent shall maintain in accordance with its usual practice accounts or records evidencing the purchases and sales by such Lender Upon receipt of participations in Letters an affidavit of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing a Lender as to Letters of Credit issued by itthe loss, and the accounts and records of any other Lender in respect theft, destruction or mutilation of such mattersLender’s Note and upon cancellation of such Note, the accounts and records Borrower will issue, in lieu thereof, upon receipt of an indemnity bond or a satisfactory indemnity agreement, a replacement Note in favor of such Issuing Lender shall control Lender, in the absence same principal amount thereof and otherwise of manifest errorlike tenor.
Appears in 4 contracts
Samples: Credit Agreement (At Home Group Inc.), Credit Agreement (At Home Group Inc.), Credit Agreement (At Home Group Inc.)
Evidence of Indebtedness. The Advances made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Lender Agent and the Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note endorse thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an the Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such the Issuing Lender shall control in the absence of manifest error.
Appears in 3 contracts
Samples: Credit Agreement (Penn Virginia Corp), Credit Agreement (Penn Virginia Corp), Credit Agreement (Penn Virginia Corp)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting as a non-fiduciary agent solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrowers, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline each Lender and the Lenders Register maintained by the Administrative Agent shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Parent Borrower and the Co-Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Parent Borrower and the Co-Borrowers hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Administrative Agent Register in respect of such matters, the accounts and records of the Administrative Agent Register shall control in the absence of manifest error. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower relevant Borrower(s) shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition The Parent Borrower, each Co-Borrower and each Lender agrees from time to time after the occurrence and during the continuance of an Event of Default under Section 8.01(f) or Section 8.01(g)(i) to execute and deliver to the accounts Administrative Agent all such Notes or other promissory notes and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender other instruments and documents as the Administrative Agent shall maintain reasonably request to evidence and confirm the respective interests and obligations of the Lenders after giving effect to any exchange of Lenders’ interests pursuant to arrangements relating thereto among the Lenders, and each Lender agrees to surrender any Notes or other promissory notes originally received by it in accordance connection with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by Loans hereunder to the Administrative Agent and the accounts and records against delivery of any Lender (Notes or other than the Issuing Lender) in respect of such matters, the accounts promissory notes so executed and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errordelivered.
Appears in 2 contracts
Samples: Credit Agreement (Campbell Alliance Group Inc), Credit Agreement (Campbell Alliance Group Inc)
Evidence of Indebtedness. The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as non-fiduciary agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentencesSection 2.11(a), each Lender, the Issuing 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 CreditCredit and 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 (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained Entries made in good faith by the Administrative Agent, Agent in the accounts Register pursuant to Sections 2.11(a) and records maintained by an Issuing Lender as to Letters of Credit issued by it(b), and the accounts and records of any other by each Lender in respect its account or accounts pursuant to Sections 2.11(a) and (b), shall be prima facie evidence of the amount of principal and interest due and payable or to become due and payable from the Borrower to, in the case of the Register, each Lender and, in the case of such mattersaccount or accounts, such Lender, under this Agreement and the accounts and records other Loan Documents, absent manifest error; provided that the failure of the Administrative Agent or such Issuing Lender shall control to make an entry, or any finding that an entry is incorrect, in the absence Register or such account or accounts shall not limit or otherwise affect the obligations of manifest errorthe Borrower under this Agreement and the other Loan Documents.
Appears in 2 contracts
Samples: Credit Agreement (SeaWorld Entertainment, Inc.), Credit Agreement (SeaWorld Entertainment, Inc.)
Evidence of Indebtedness. The Advances made by each Lender, and the Swingline Advances made by the Swingline Lender, shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Applicable Administrative Agent in the ordinary course of business. The accounts or records maintained by the Applicable Administrative Agent, the Swingline Lender and the Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Applicable Administrative Agent in respect of such matters, the accounts and records of the Applicable Administrative Agent shall control in the absence of manifest error. Upon the request of any Lender to the Borrower Borrowers made through the Applicable Administrative Agent, the Borrower Borrowers shall execute and deliver to such Lender (through the Applicable Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances to the Applicable Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the US Borrower, the US Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the applicable Swingline Advances to the US Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note endorse thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the each Issuing Lender and the each Administrative Agent shall maintain in accordance with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by the Applicable Administrative Agent and the accounts and records of any Lender (other than the respective Issuing LenderLenders) in respect of such matters, the accounts and records of the Applicable Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Applicable Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.
Appears in 2 contracts
Samples: Credit Agreement (Nine Energy Service, Inc.), Credit Agreement (Nine Energy Service, Inc.)
Evidence of Indebtedness. The Advances made by each Lender, and the Swingline Swing Line Advances made by the Swingline Swing Line Lender, shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Swing Line Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Swing Line Lender and the applicable Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Swing Line Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Revolving Note which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Swing Line Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Swing Line Lender a Swingline the Swing Line Lender Note which shall evidence the Swingline applicable Swing Line Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Swing Line Lender may attach schedules to such Notes and note endorse thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the each Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the respective Issuing LenderLenders) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.
Appears in 2 contracts
Samples: Credit Agreement (Forum Energy Technologies, Inc.), Credit Agreement (Forum Energy Technologies, Inc.)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting as a non-fiduciary agent solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrowers, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower relevant Borrowers shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition Each Borrower and each Lender agrees from time to time after the occurrence and during the continuance of an Event of Default under Section 8.01(f) or Section 8.01(g)(i) to execute and deliver to the accounts Administrative Agent all such Notes or other promissory notes and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender other instruments and documents as the Administrative Agent shall maintain reasonably request to evidence and confirm the respective interests and obligations of the Lenders after giving effect to any exchange of Lenders’ interests pursuant to arrangements relating thereto among the Lenders, and each Lender agrees to surrender any Notes or other promissory notes originally received by it in accordance connection with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by Loans hereunder to the Administrative Agent and the accounts and records against delivery of any Lender (Notes or other than the Issuing Lender) in respect of such matters, the accounts promissory notes so executed and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errordelivered.
Appears in 2 contracts
Samples: Credit Agreement (Warner Chilcott PLC), Credit Agreement (Warner Chilcott PLC)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrowers, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower Borrowers shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower Loans in addition to such accounts or records. Upon Any such Note evidencing a Term Loan prior to the Restatement Effective Date may be exchanged, upon the request of the Swingline relevant Term Lender through the Administrative Agent and the surrender to the Administrative Agent of such existing Note, for Notes that the Company, the Overseas Term Borrower or the Euro Term Borrower, the Borrower shall as applicable, will execute and deliver to through the Swingline Lender a Swingline Note Administrative Agent, evidencing the Tranche A Term Loans and Tranche B Term Loans into which shall evidence such Term Loan was converted on the Swingline Advances to the Borrower in addition to such accounts or recordsRestatement Effective Date. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.
Appears in 2 contracts
Samples: Credit Agreement (Sungard Capital Corp Ii), Credit Agreement (Sungard Data Systems Inc)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition The Borrower and each Lender agrees from time to time after the occurrence and during the continuance of an Event of Default under Section 8.01(f) or Section 8.01(g)(i) to execute and deliver to the accounts Administrative Agent all such Notes or other promissory notes and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender other instruments and documents as the Administrative Agent shall maintain reasonably request to evidence and confirm the respective interests and obligations of the Lenders after giving effect to any exchange of Lenders’ interests pursuant to arrangements relating thereto among the Lenders, and each Lender agrees to surrender any Notes or other promissory notes originally received by it in accordance connection with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by Loans hereunder to the Administrative Agent and the accounts and records against delivery of any Lender (Notes or other than the Issuing Lender) in respect of such matters, the accounts promissory notes so executed and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errordelivered.
Appears in 2 contracts
Samples: Credit Agreement (Universal Hospital Services Inc), Credit Agreement (Universal Hospital Services Inc)
Evidence of Indebtedness. The Advances Administrative Agent shall open and maintain in its books, accounts and records evidencing the Borrowings made by each Lender, and the Swingline Advances made available by the Swingline Lender, shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by Lenders through the Administrative Agent in the ordinary course of businessunder this Agreement. The accounts or records maintained by the Administrative Agent, the Swingline Lender and the Lenders Agent shall be conclusive absent manifest error of record therein the amount of the Advances its portion of each Borrowing made available by such Lenders and Swingline each Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of through the Administrative Agent in respect by way of such matters, the accounts Loans and records shall record therein each payment of the Administrative Agent principal on account thereof and shall control in the absence of manifest error. Upon the request of any Lender record all other amounts becoming due to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender and the Administrative Agent shall under this Agreement, including interest, Commitment Fees and Administrative Agent's fees and all payments on account thereof. The Lenders may also maintain in accordance with its usual practice their own separate accounts or and records evidencing relating to any of the purchases and sales by such Lender of participations in Letters of Creditforegoing. In the event of any conflict between the Such accounts and records maintained by the Administrative Agent and the accounts and records of any or by a Lender (other than the Issuing Lender) in respect of such matterswill constitute, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In , prima facie evidence of the event Indebtedness and other liabilities of any conflict among the accounts Borrower owing to the Lenders and records maintained the Administrative Agent pursuant to this Agreement, the date of each Borrowing made available by the Administrative AgentAgent for the account of the Lenders or by such Lender, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by itapplicable, and the accounts amount thereof and records the amounts which and the dates on which the Borrower has made payments to the Administrative Agent on behalf of any other the Lenders, or on which a Lender in respect has made and received payments hereunder, from time to time on account of such mattersthe principal thereof and interest thereon and, to the extent applicable, on account of Commitment Fees and Administrative Agent's fees. Notwithstanding the foregoing, the omission of the Administrative Agent or a Lender to maintain any such accounts or records, or any error therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest and records fees) the Borrowings in accordance with the terms of such Issuing Lender shall control in the absence of manifest errorthis Agreement.
Appears in 2 contracts
Samples: Credit Agreement (Quebecor Printing Inc), Credit Agreement (Quebecor Printing Inc)
Evidence of Indebtedness. The Advances made by each Lender, and the Swingline Swing Line Advances made by the Swingline Swing Line Lender, shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Swing Line Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Swing Line Lender and the Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Swing Line Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Revolving Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Swing Line Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Swing Line Lender a Swingline Swing Line Note which shall evidence the Swingline Swing Line Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Swing Line Lender may attach schedules to such Notes and note thereon with the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing 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 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 (other than the Issuing 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. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.
Appears in 2 contracts
Samples: Credit Agreement (Gastar Exploration Inc.), Credit Agreement (Gastar Exploration LTD)
Evidence of Indebtedness. The Advances Each Lender shall open and maintain in its books, accounts and records evidencing the Borrowings made available by each Lender, and the Swingline Advances made by the Swingline Lender, it under this Agreement. Each Lender shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Lender and the Lenders shall be conclusive absent manifest error of record therein the amount of each Borrowing made available by it, by way of Loans and shall record therein each payment of principal on account thereof and shall record the Advances made Bankers' Acceptances accepted, paid and cancelled by such Lenders it, the Letters of Credit and Swingline Lender to the Borrower acceptances thereunder issued or accepted by it hereunder and the interest payments and payments thereon. Any failure to so record or any error cancellations in doing so shall notrespect thereof, however, limit or otherwise affect the obligation of FEF Contracts entered into by it with the Borrower hereunder and all payments in respect thereof and the credit cards issued under the Royal Visa Facility and all debits and credits in respect thereof, and all other amounts becoming due to pay any amount owing with respect to the Obligationssuch Lender under this Agreement, including interest, fees and charges and all payments on account thereof. In the event of any conflict between the Such accounts and records maintained by any Lender and the accounts and records of the Administrative Agent in respect of such matterswill constitute, the accounts and records of the Administrative Agent shall control in the absence of manifest error. Upon , PRIMA FACIE evidence of the request Indebtedness of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver owing to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances pursuant to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrowerthis Agreement, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to date of each Borrowing made available by such accounts or records. Each Lender and the Swingline Lender may attach schedules amount thereof and the amounts which and the dates on which the Borrower has made payments from time to time on account of the principal thereof and interest thereon, fees and charges and Bankers' Acceptances accepted, paid and cancelled by such Notes and note thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit and acceptances thereunder issued, accepted and paid by or to such Lender hereunder, FEF Contracts entered into and paid or terminated hereunder and credit cards issued by it, and cancelled under the accounts Royal Visa Facility and records of any other Lender payments in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errorthereof.
Appears in 1 contract
Samples: Credit Agreement (Phoenix International Life Sciences Inc)
Evidence of Indebtedness. The Advances made by each Lender, and the Swingline Advances made by the each Swingline Lender, shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Lender Lenders and the Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Lender Lenders to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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 Register and corresponding accounts and records of the Administrative Agent shall control in the absence of manifest error. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note record thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the each Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the respective Issuing LenderLenders) in respect of such matters, the Register and corresponding accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the Register and corresponding accounts and records of such Issuing Lender shall control in the absence of manifest error.
Appears in 1 contract
Evidence of Indebtedness. The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender Lxxxxx and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender Lxxxxx 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. Upon the request of any Lender to the Borrower Lxxxxx made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such LenderLxxxxx’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentencesSection 2.11(a), each Lender, the Issuing 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 CreditCredit and 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 (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained Entries made in good faith by the Administrative Agent, Agent in the accounts Register pursuant to Sections 2.11(a) and records maintained by an Issuing Lender as to Letters of Credit issued by it(b), and the accounts and records of any other by each Lender in respect its account or accounts pursuant to Sections 2.11(a) and (b), shall be prima facie evidence of the amount of principal and interest due and payable or to become due and payable from the Borrower to, in the case of the Register, each Lender and, in the case of such mattersaccount or accounts, such Lender, under this Agreement and the accounts and records other Loan Documents, absent manifest error; provided that the failure of the Administrative Agent or such Issuing Lender shall control to make an entry, or any finding that an entry is incorrect, in the absence Register or such account or accounts shall not limit or otherwise affect the obligations of manifest errorthe Borrower under this Agreement and the other Loan Documents.
Appears in 1 contract
Samples: Abl Credit Agreement (Prestige Consumer Healthcare Inc.)
Evidence of Indebtedness. (a) The Advances made by each Lender, and the Swingline Advances Term Loans made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and evidenced by one or more entries in the Register maintained by the Administrative Agent Lender, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as a non-fiduciary agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Term Loans made by such Lenders and Swingline the Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any the Lender and the accounts and records of the Administrative Agent Lender in respect of such matters, the accounts and records of the Administrative Agent Lender shall control in the absence of manifest error. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Term Note payable to the Lender, which shall evidence the Swingline Advances to the Borrower Lender’s Term Loans in addition to such accounts or records. Each Lender and the Swingline The Lender may attach schedules to such Notes its Term Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Term Loans and payments with respect thereto. In addition to (b) Entries made in good faith by the accounts and records referred to Lender in the immediately preceding sentencesRegister pursuant to Section 2.09(a) shall be prima facie evidence of the amount of principal and interest due and payable or to become due and payable from the Borrower to, each Lenderin the case of the Register, the Issuing Lender under this Agreement and the Administrative Agent shall maintain other Loan Documents, absent manifest error; provided that the failure of the Lender to make an entry, or any finding that an entry is incorrect, in accordance with its usual practice the Register or such accounts or records evidencing shall not limit the purchases and sales by such Lender obligations of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent Borrower under this Agreement and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest errorLoan Documents. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.Section 2.10
Appears in 1 contract
Samples: Version Term Loan Credit Agreement (Better Choice Co Inc.)
Evidence of Indebtedness. The Advances made by each Each of the Administrative Agent and the Operating Lender, as applicable, shall open and maintain accounts and records on the books of the Administrative Agent at the Administrative Agent’s Branch of Account and on the books of the Operating Lender at the Operating Lender’s Branch of Account evidencing the Syndicated Borrowings and Operating Borrowings, respectively, and other amounts owing by the Borrower to the Lenders under this Agreement. The Administrative Agent and the Swingline Advances made Operating Lender, as applicable, shall debit therefrom the amount of such Syndicated Borrowings and Operating Borrowings, respectively, and shall enter therein each payment of principal of and interest on the applicable Borrowings and fees and other amounts payable pursuant to this Agreement and shall record the Bankers’ Acceptances purchased by the Swingline Lenders and the Letters of Credit issued by the Operating Lender, shall be evidenced by one or more accounts or records maintained by such as applicable, and all other amounts becoming due to the Administrative Agent and each Lender or the Swingline Lender and by Operating Lender, as the Administrative Agent in the ordinary course of businesscase may be, under this Agreement. The accounts or records maintained by the Administrative Agent, the Swingline Lender and the Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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 mattersand the Operating Lender, the accounts and records of the Administrative Agent as applicable, so kept shall control constitute, in the absence of manifest error. Upon , prima facie evidence of the request indebtedness of any Lender to the Borrower made through to the Administrative Agent, the Borrower shall execute Operating Lender and deliver each other Lender pursuant to this Agreement, the date each such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances made each Borrowing available to the Borrower in addition and the amounts the Borrower has paid from time to such accounts or records. Upon the request time on account of the Swingline Lender principal and interest on the Borrowings, fees payable pursuant to the Borrower, the Borrower shall execute this Agreement and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest erroramounts owing hereunder.
Appears in 1 contract
Evidence of Indebtedness. The Advances made by each Lender, and the Swingline Swing Line Advances made by the Swingline each Swing Line Lender, shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Swing Line Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Swing Line Lender and the applicable Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Swing Line Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Revolving Note or a Term Note, as applicable, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Swing Line Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Swing Line Lender a Swingline the Swing Line Lender Note which shall evidence the Swingline applicable Swing Line Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline each Swing Line Lender may attach schedules to such Notes and note endorse thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the each Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the respective Issuing LenderLenders) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.
Appears in 1 contract
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrowers, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the a Borrower made through the Administrative Agent, the such Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition Loans to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes a Note and note endorse thereon the date, Type (if applicable), amount, currency and maturity of its Advances Loans and payments with respect thereto. In addition Any such Note evidencing a Loan prior to the accounts and records referred to in Restatement Effective Date may be exchanged, upon the immediately preceding sentences, each Lender, request of the Issuing relevant 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by made through the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect surrender of such matters, Note to the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by Company through the Administrative Agent, for Notes evidencing the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such mattersTerm A-2 Loans, the accounts and records of 2014 Multicurrency Revolving Credit Loans and/or the 2014 US Dollar Revolving Credit Loans, as applicable, into which such Issuing Lender shall control in Lender’s Loans were converted on the absence of manifest errorRestatement Effective Date.
Appears in 1 contract
Samples: Credit Agreement (Fidelity National Information Services, Inc.)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition The Borrower and each Lender agrees from time to time after the occurrence and during the continuance of an Event of Default under Section 8.01(f) or Section 8.01(g)(i) to execute and deliver to the accounts Administrative Agent all such Notes or other promissory notes and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender other instruments and documents as the Administrative Agent shall maintain reasonably request to evidence and confirm the respective interests and obligations of the Lenders after giving effect to any exchange of Lenders’ interests pursuant to arrangements relating thereto among the Lenders, and each Lender agrees to surrender any Notes or other promissory notes originally received by it in accordance connection with its usual practice accounts or records evidencing Loans hereunder to the purchases and sales by such Lender of participations in Letters of Credit. In the event AMERICAS/2023095923.12023095923.18 112 Credit Agreement Administrative Agent against delivery of any conflict between the accounts Notes or other promissory notes so executed and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errordelivered.
Appears in 1 contract
Samples: Credit Agreement (Sensata Technologies Holding PLC)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrowers, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the a Borrower made through the Administrative Agent, the such Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition Loans to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes a Note and note endorse thereon the date, Type (if applicable), amount, currency and maturity of its Advances Loans and payments with respect thereto. In addition Any such Note evidencing a Loan prior to the accounts and records referred to in Third Restatement Effective Date may be exchanged, upon the immediately preceding sentences, each Lender, request of the Issuing relevant 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by made through the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect surrender of such matters, Note to the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by Company through the Administrative Agent, for Notes evidencing the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such mattersTerm A-3 Loans, the accounts and records of 2017 Multicurrency Revolving Credit Loans and/or the 2017 US Dollar Revolving Credit Loans, as applicable, into which such Issuing Lender shall control in Lender’s Loans were converted on the absence of manifest errorThird Restatement Effective Date.
Appears in 1 contract
Samples: Credit Agreement (Fidelity National Information Services, Inc.)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrowers, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any 77 failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the a Borrower made through the Administrative Agent, the such Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition Loans to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes a Note and note endorse thereon the date, Type (if applicable), amount, currency and maturity of its Advances Loans and payments with respect thereto. In addition Any such Note evidencing a Loan prior to the accounts and records referred to in Restatement Effective Date may be exchanged, upon the immediately preceding sentences, each Lender, request of the Issuing relevant 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by made through the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect surrender of such matters, Note to the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by Company through the Administrative Agent, for Notes evidencing the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such mattersTerm A-2 Loans, the accounts and records of 2014 Multicurrency Revolving Credit Loans, the 2014 US Dollar Revolving Credit Loans and/or the LCPI Loans, as applicable, into which such Issuing Lender shall control in Lender’s Loans were converted on the absence of manifest errorRestatement Effective Date.
Appears in 1 contract
Samples: Amendment and Restatement Agreement (Fidelity National Information Services, Inc.)
Evidence of Indebtedness. The Advances made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Lender Agent and the Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note endorse thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. Failure to make any such endorsement or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Advances or affect the validity of such transfer by any Lender of its Note. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the applicable Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the applicable Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an the applicable Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason, the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against the return to the Borrower of the Note so replaced.
Appears in 1 contract
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrowers, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower Borrowers shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. (b) In addition to the accounts and records referred to in the immediately preceding sentencesSection 2.11(a), each Lender, the Issuing 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 CreditCredit and 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 (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained (c) Entries made in good faith by the Administrative Agent, Agent in the accounts Register pursuant to Section 2.11(a) and records maintained by an Issuing Lender as to Letters of Credit issued by it(b), and the accounts and records of any other by each Lender in respect its account or accounts pursuant to Section 2.11(a) and (b), shall be prima facie evidence of the amount of principal and interest due and payable or to become due and payable from the Borrowers to, in the case of the Register, each Lender and, in the case of such mattersaccount or accounts, such Lender, under this Agreement and the accounts and records other Loan Documents, absent manifest error; provided that the failure of the Administrative Agent or such Issuing Lender shall control to make an entry, or any finding that an entry is incorrect, in the absence Register or such account or accounts shall not limit or otherwise affect the obligations of manifest error.the Borrowers under this Agreement and the other Loan Documents. Section 2.12
Appears in 1 contract
Samples: Credit Agreement (Trinseo S.A.)
Evidence of Indebtedness. (a) The Advances made Borrowings provided by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Facility Agent, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Facility Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances made Borrowings provided by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. Each Issuing Bank’s Energy Hedging Issuing Bank Fronting Amount or Liquidity Issuing Bank Fronting Amount and any Swingline Lender’s fronting amount with respect to any Swingline Borrowings (and any assignment of any thereof), as applicable, shall be evidenced by one or more accounts or records maintained by such Issuing Bank or Swingline Lender and evidenced by one or more entries in the Register maintained by the Facility Agent. The accounts or records maintained by the Facility Agent of an Issuing Bank’s Energy Hedging Issuing Bank Fronting Amount or Liquidity Issuing Bank Fronting Amount or a Swingline Lender’s Swingline Loan fronting fee, as applicable, shall be prima facie evidence absent manifest error of such amount. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Administrative Facility Agent in respect of such the foregoing matters, the accounts and records of the Administrative Facility Agent shall control in the absence of manifest error. Upon the request of any Lender to the Borrower made through the Administrative Facility Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Facility Agent) the applicable Notes a Note, payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.
Appears in 1 contract
Evidence of Indebtedness. The Advances made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Lender Agent and the Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note record thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an the Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such the Issuing Lender shall control in the absence of manifest error.
Appears in 1 contract
Evidence of Indebtedness. (a) The Advances made Borrowings provided by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Facility Agent, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Facility Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances made Borrowings provided by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. Each Issuing Bank’s Energy Hedging Issuing Bank Fronting Amount or Liquidity Issuing Bank Fronting Amount (and any assignment thereof), as applicable, shall be evidenced by one or more accounts or records maintained by such Issuing Bank and evidenced by one or more entries in the Register maintained by the Facility Agent. The accounts or records maintained by the Facility Agent of an Issuing Bank’s Energy Hedging Issuing Bank Fronting Amount or Liquidity Issuing Bank Fronting Amount, as applicable, shall be prima facie evidence absent manifest error of such amount. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Administrative Facility Agent in respect of such the foregoing matters, the accounts and records of the Administrative Facility Agent shall control in the absence of manifest error. Upon the request of any Lender to the Borrower made through the Administrative Facility Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Facility Agent) the applicable Notes a Note, payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.
Appears in 1 contract
Evidence of Indebtedness. The Advances made by each Lender, and the Swingline Advances made by the each Swingline Lender, shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Lender Lenders and the Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Lender Lenders to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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 Register and corresponding accounts and records of the Administrative Agent shall control in the absence of manifest error. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s 's Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note record thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the each Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the respective Issuing LenderLenders) in respect of such matters, the Register and corresponding accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the Register and corresponding accounts and records of such Issuing Lender shall control in the absence of manifest error.
Appears in 1 contract
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent in accordance with Section 10.07(c), acting as a non-fiduciary agent solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline each Lender and the Lenders Register maintained by the Administrative Agent shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Administrative Agent Register in respect of such matters, the accounts and records of the Administrative Agent Register shall control in the absence of manifest error. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Term Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Term Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition The Borrower and each Lender agrees from time to time after the occurrence and during the continuance of an Event of Default under Section 8.01(f) or Section 8.01(g)(i) to execute and deliver to the accounts Administrative Agent all such Term Notes or other promissory notes and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender other instruments and documents as the Administrative Agent shall maintain reasonably request to evidence and confirm the respective interests and obligations of the Lenders after giving effect to any exchange of Lenders’ interests pursuant to arrangements relating thereto among the Lenders, and each Lender agrees to surrender any Term Notes or other promissory notes originally received by it in accordance connection with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by Loans hereunder to the Administrative Agent and the accounts and records against delivery of any Lender (Term Notes or other than the Issuing Lender) in respect of such matters, the accounts promissory notes so executed and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errordelivered.
Appears in 1 contract
Samples: Credit Agreement (Quintiles Transnational Holdings Inc.)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the each Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower 's Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. (b) In addition to the accounts and records referred to in the immediately preceding sentencesSection 2.11(a), each Lender, the Issuing 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 Letters of CreditCredit and 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 (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained (c) Entries made in good faith by the Administrative Agent, Agent in the accounts and records maintained by an Issuing Lender as Register pursuant to Letters of Credit issued by itSection 2.11(b), and the accounts and records of any other by each Lender in respect its account or accounts pursuant to Section 2.11(a), shall be prima facie evidence of the amount of principal and interest due and payable or to become due and payable from each Borrower to, in the case of the Register, each Lender and, in the case of such mattersaccount or accounts, such Lender, under this Agreement and the accounts and records other Loan Documents, absent manifest error; provided that the failure of the Administrative Agent or such Issuing Lender shall control to make an entry, or any finding that an entry is incorrect, in the absence Register or such account or accounts shall not limit or otherwise affect the obligations of manifest error.the Borrowers under this Agreement and the other Loan Documents. 2.12
Appears in 1 contract
Samples: Credit Agreement (Macdermid Inc)
Evidence of Indebtedness. The Advances made by each Lender, and the Swingline Advances made by the Swingline Lender, shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Lender and the Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agentiv) the applicable Notes which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender and the Administrative Agent shall maintain in accordance with its usual practice accounts or appropriate records evidencing the purchases indebtedness of the Borrower and sales the Co-Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of participations principal and interest payable thereon and paid to such Lender from time to time under this Agreement. The Administrative Agent shall maintain appropriate records in Letters which shall be recorded (i) the Revolving Commitment of Credit. In each Lender, (ii) the event amount of each Loan made hereunder by each Lender, the Class and Type thereof and the Interest Period applicable thereto, (iii) the date of each continuation thereof pursuant to Section 2.7, (iv) the date of each conversion of all or a portion thereof to another Type pursuant to Section 2.7, (v) the date and amount of any conflict between principal or interest due and payable or to become due and payable from the accounts Borrower and records maintained the Co-Borrower to each Lender hereunder in respect of such Loans and (vi) both the date and amount of any sum received by the Administrative Agent hereunder from the Borrower and the accounts Co-Borrower in respect of the Loans and each Lender’s Pro Rata Share thereof. The entries made in such records shall be prima facie evidence of the existence and amounts of the obligations of the Borrower and the Co-Borrower therein recorded; provided, that the failure or delay of any Lender or the Administrative Agent in maintaining or making entries into any such record or any error therein shall not in any manner affect the obligation of the Borrower or the Co-Borrower to repay the Loans (both principal and unpaid accrued interest) of such Lender in accordance with the terms of this Agreement. At the request of any Lender (other than including the Issuing Swingline Lender) at any time, the Borrower and the Co-Borrower each agrees that it will execute and deliver to such Lender a Revolving Credit Note and, in respect the case of the Swingline Lender only, a Swingline Note, payable to the order of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errorLender.
Appears in 1 contract
Evidence of Indebtedness. The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower Borrowers shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentencesSection 2.11(a), each Lender, the Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained Entries made in good faith by the Administrative Agent, Agent in the accounts and records maintained by an Issuing Lender as Register pursuant to Letters of Credit issued by itSection 2.11(b), and the accounts and records of any other by each Lender in respect its account or accounts pursuant to Section 2.11(a), shall be prima facie evidence of the amount of principal and interest due and payable or to become due and payable from the Borrowers to, in the case of the Register, each Lender and, in the case of such mattersaccount or accounts, such Lender, under this Agreement and the accounts and records other Loan Documents, absent manifest error; provided that the failure of the Administrative Agent or such Issuing Lender shall control to make an entry, or any finding that an entry is incorrect, in the absence Register or such account or accounts shall not limit or otherwise affect the obligations of manifest errorthe Borrowers under this Agreement and the other Loan Documents.
Appears in 1 contract
Samples: Assignment and Assumption (Project Angel Parent, LLC)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Administrative Paying Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Paying Agent and each Lender and the Lenders shall be conclusive absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Administrative Paying Agent in respect of such matters, the accounts and records of the Administrative Paying Agent shall control in the absence of manifest 43manifest error. Upon the request of any Lender to the Borrower made through the Administrative Paying Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Paying Agent) the applicable Notes a Note, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower 's Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. (b) In addition to the accounts and records referred to in the immediately preceding sentencesSection 2.11(a), each Lender, the Issuing Lender and the Administrative Paying Agent shall maintain in accordance with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of CreditCredit and Swing Line Loans. In the event of any conflict between the accounts and records maintained by the Administrative Paying Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Paying Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained (c) Entries made in good faith by the Administrative Agent, Paying Agent in the accounts and records maintained by an Issuing Lender as Register pursuant to Letters of Credit issued by itSection 2.11(b), and the accounts and records of any other by each Lender in respect its account or accounts pursuant to Section 2.11(a) above, shall be prima facie evidence of the amount of principal and interest due and payable or to become due and payable from the Borrower to, in the case of the Register, each Lender and, in the case of such mattersaccount or accounts, such Lender, under this Agreement and the accounts and records other Loan Documents, absent manifest error; provided that the failure of the Paying Agent or such Issuing Lender shall control to make an entry, or any finding that an entry is incorrect, in the absence Register or such account or accounts shall not limit or otherwise affect the obligations of manifest error.the Borrower under this Agreement and the other Loan Documents. 2.12
Appears in 1 contract
Samples: Credit Agreement (Timken Co)
Evidence of Indebtedness. The Advances Agent shall open and maintain in its books, accounts and records evidencing the Borrowings made by each Lender, and the Swingline Advances made available by the Swingline Lender, shall be evidenced by one or more accounts or records maintained by such Lender or Lenders through the Swingline Lender and by the Administrative Agent in the ordinary course of businessunder this Agreement. The accounts or records maintained by the Administrative Agent, the Swingline Lender and the Lenders Agent shall be conclusive absent manifest error of record therein the amount of each Borrowing made available by each Lender through the Advances made Agent by such Lenders way of Loans and Swingline shall record therein each payment of principal on account thereof, shall record the Bankers' Acceptances accepted, paid and cancelled by each Lender and shall record all other amounts becoming due to each Lender (other than the Borrower Overdraft and L/C Lenders) and the interest Agent under this Agreement, including interest, Standby Fees, Agent's fees and Acceptance Fees and all payments thereonon account thereof. Any failure Each Overdraft and L/C Lender shall open and maintain similar accounts and records containing the said information insofar as the Overdraft and L/C Facility of such Overdraft and L/C Lender may be concerned, including Letters of Credit issued thereunder and L/C Fees and other amounts. The Lenders may also maintain their own separate accounts and records relating to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligationsforegoing. In the event of any conflict between the Such accounts and records maintained by any the Agent or an Overdraft and L/C Lender and the accounts and records of the Administrative Agent in respect of such mattersor by a Lender will constitute, the accounts and records of the Administrative Agent shall control in the absence of manifest error, PRIMA FACIE evidence of the Indebtedness of the Borrowers owing to the Lenders and the Agent pursuant to this Agreement, the date of each Borrowing made available by the Agent on behalf of the Lenders or by such Overdraft and L/C Lender or by such Lender, as applicable, and the amount thereof and the amounts which and the dates on which a Borrower has made payments to the Agent on behalf of the Lenders or to an Overdraft Lender, as applicable, or on which a Lender has made and received payments hereunder, from time to time on account of the principal thereof and interest thereon and, to the extent applicable, on account of Standby Fees, Agent's fees, Acceptance Fees, L/C Fees and Bankers' Acceptances accepted, paid and cancelled and Letters of Credit issued, paid and cancelled. Upon Notwithstanding the request foregoing, the omission of any the Agent, an Overdraft and L/C Lender or a Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances to the Borrower in addition to maintain any such accounts or records. Upon , or any error therein, shall not in any manner affect the request obligation of the Swingline Lender Borrowers to repay (with applicable interest and fees) the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender and the Administrative Agent shall maintain Borrowings in accordance with its usual practice accounts or records evidencing the purchases and sales by such Lender terms of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errorthis Agreement.
Appears in 1 contract
Evidence of Indebtedness. (a) The Advances Loans made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and maintained by the Administrative Agent Agent, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Loans made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. 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. Upon (b) The entries made in the request Register and in the accounts therein maintained pursuant to clause (a) above and Section 12.2 shall, to the extent permitted by applicable Law, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided, however, 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 Borrower made through obligations of the Borrowers to repay the Loans or perform any of its obligations hereunder or under any other Loan Documents in accordance with their terms. In addition, the Loan Parties, the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender Lenders and the Swingline Issuers shall treat each Person whose name is recorded in the Register as a Lender may attach schedules to such Notes and note thereon or as an Issuer, as applicable, for all purposes of this Agreement. Information contained in the date, Type (if applicable), amount, and maturity of its Advances and payments Register with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing any Lender and the Administrative Agent or Issuer shall maintain in accordance with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained be available for inspection by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such mattersBorrowers, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts such Lender or such Issuer at any reasonable time and records maintained by an Issuing Lender as from time to Letters of Credit issued by it, and the accounts and records of time upon reasonable prior notice. (c) Notwithstanding any other Lender in respect provision of such mattersthe Agreement, the accounts and records of such Issuing Lender shall control in the absence of manifest error.event that any Lender requests that the Borrowers execute and deliver a promissory note or notes payable to such - 127 -
Appears in 1 contract
Evidence of Indebtedness. The Advances made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Lender Agent and the Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline 's Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes and note endorse thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. Failure to make any such endorsement or to attach a schedule shall not affect any Lender's or the Borrower's rights or obligations in respect of such Advances or affect the validity of such transfer by any Lender of its Note. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the applicable Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the applicable Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an the applicable Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error. In the event that any Lender's Maximum Credit Amount increases or decreases for any reason, the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against the return to the Borrower of the Note so replaced.
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Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one (1) or more accounts or records maintained by such Lender and evidenced by one (1) or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103 1(c), as agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the 91 US\OMARAR\2185v1621.23 9947677.1410 Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender and the Administrative Agent shall maintain in accordance with its usual practice accounts or records evidencing the purchases and sales by such Lender Upon receipt of participations in Letters an affidavit of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing a Lender as to Letters of Credit issued by itthe loss, and the accounts and records of any other Lender in respect theft, destruction or mutilation of such mattersLender’s Note and upon cancellation of such Note, the accounts and records Borrower will issue, in lieu thereof, upon receipt of an indemnity bond or a satisfactory indemnity agreement, a replacement Note in favor of such Issuing Lender shall control Lender, in the absence same principal amount thereof and otherwise of manifest errorlike tenor.
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Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender to each Borrower shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrowers, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the each Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the a Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition Loans to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition Any Note evidencing a Revolving Credit Loan (as such term is defined in the Existing Credit Agreement) prior to the accounts and records referred to in Amendment Effective Date may be exchanged, upon the immediately preceding sentences, each Lender, request of the Issuing relevant 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by made through the Administrative Agent and the accounts and records of any Lender (other than the Issuing Lender) in respect surrender of such matters, Note to the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by Parent Borrower through the Administrative Agent, for Notes evidencing the accounts 2014 Revolving Credit Loans and records maintained by an Issuing Lender as to Letters of 2016 Revolving Credit issued by it, and Loans into which such Lender’s Revolving Credit Loans were converted on the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errorAmendment Effective Date.
Appears in 1 contract
Samples: Credit Agreement (Axcan Intermediate Holdings Inc.)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting as a non-fiduciary agent solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrowers, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline each Lender and the Lenders Register maintained by the Administrative Agent shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Administrative Agent Register in respect of such matters, the accounts and records of the Administrative Agent Register shall control in the absence of manifest error. Upon the request of any Lender to the Borrower made through the Administrative Agent, the each Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition Each Borrower and each Lender agrees from time to time after the occurrence and during the continuance of an Event of Default under Section 8.01(f) or Section 8.01(g)(i) to execute and deliver to the accounts Administrative Agent all such Notes or other promissory notes and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender other instruments and documents as the Administrative Agent shall maintain reasonably request to evidence and confirm the respective interests and obligations of the Lenders after giving effect to any exchange of Lenders’ interests pursuant to arrangements relating thereto among the Lenders, and each Lender agrees to surrender any Notes or other promissory notes originally received by it in accordance connection with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by Loans hereunder to the Administrative Agent and the accounts and records against delivery of any Lender (Notes or other than the Issuing Lender) in respect of such matters, the accounts promissory notes so executed and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errordelivered.
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Evidence of Indebtedness. (a) The Advances Loans made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrowers, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Loans made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower relevant Borrowers shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Promissory Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Promissory Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition Each Borrower and each Lender agrees from time to time after the occurrence and during the continuance of an Event of Default under Section 8.01(e) or Section 8.01(f) to execute and deliver to the accounts Administrative Agent all such Promissory Notes or other promissory notes and records referred to in the immediately preceding sentences, each Lender, the Issuing Lender other instruments and documents as the Administrative Agent shall maintain reasonably request to evidence and confirm the respective interests and obligations of the Lenders after giving effect to any exchange of Lenders’ interests pursuant to arrangements relating thereto among the Lenders, and each Lender agrees to surrender any Promissory Notes or other promissory notes originally received by it in accordance connection with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by Loans hereunder to the Administrative Agent and the accounts and records against delivery of any Lender (Promissory Notes or other than the Issuing Lender) in respect of such matters, the accounts promissory notes so executed and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest errordelivered.
Appears in 1 contract
Samples: Senior Subordinated Term Loan Agreement (Sensata Technologies B.V.)
Evidence of Indebtedness. The Revolving Advances made by each Lender, and the Swingline Swing Line Advances made by the Swingline each Swing Line Lender, shall be evidenced by one or more accounts or records maintained by such Lender or the Swingline Swing Line Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Lender Swing Line Lenders and the applicable Lenders shall be conclusive absent manifest error of the amount of the Advances made by such Lenders and Swingline Swing Line Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Credit Agreement Obligations. 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. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Revolving Note which shall evidence such Lender’s Revolving Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline a Swing Line Lender to the Borrower, the Borrower shall execute and deliver to the Swingline such Swing Line Lender a Swingline Swing Line Lender Note which shall evidence the Swingline applicable Swing Line Advances to the Borrower in addition to such accounts or records. Each Lender and the Swingline each Swing Line Lender may attach schedules to such Notes and note endorse thereon the date, Type (if applicable), amount, and maturity of its Advances and payments with respect thereto. In addition to the accounts and records referred to in the immediately preceding sentences, each Lender, the each Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender (other than the respective Issuing LenderLenders) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.
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Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender Xxxxxx and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender 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. Upon the request of any Lender to the Borrower Xxxxxx made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Term Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower -91- Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Term Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. In addition to the accounts and records referred to (b) [Reserved]. (c) Entries made in the immediately preceding sentences, each Lender, the Issuing 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 Letters of Credit. In the event of any conflict between the accounts and records maintained good faith by the Administrative Agent in the Register pursuant to Section 2.11(a), and by each Lender in its account or accounts pursuant to Section 2.11(a), shall be prima facie evidence of the amount of principal and interest due and payable or to become due and payable from the Borrower to, in the case of the Register, each Lender and, in the case of such account or accounts, such Lender, under this Agreement and the accounts and records of any Lender (other than Loan Documents, absent manifest error; provided that the Issuing Lender) in respect of such matters, the accounts and records failure of the Administrative Agent shall control or such Lender to make an entry, or any finding that an entry is incorrect, in the absence Register or such account or accounts shall not limit or otherwise affect the obligations of manifest error. In the event of any conflict among the accounts and records maintained by the Administrative Agent, the accounts and records maintained by an Issuing Lender as to Letters of Credit issued by it, Borrower under this Agreement and the accounts and records of any other Lender in respect of such matters, the accounts and records of such Issuing Lender shall control in the absence of manifest error.Loan Documents. Section 2.12
Appears in 1 contract
Samples: Existing Credit Agreement (Prestige Consumer Healthcare Inc.)
Evidence of Indebtedness. (a) The Advances Credit Extensions made by each Lender, and the Swingline Advances made by the Swingline Lender, Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Swingline Lender and Register maintained by the Administrative Agent Agent, acting solely for purposes of United States Treasury Regulation Section 5f.103-1(c) and Section 1.163-5(b) of the proposed United States Treasury Regulations, as agent for the Borrowers, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent, the Swingline Agent and each Lender and the Lenders shall be conclusive prima facie evidence absent manifest error of the amount of the Advances Credit Extensions made by such the Lenders and Swingline Lender to the Borrower Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Borrowers hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Administrative Agent Agent, as set forth in the Register, in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower Borrowers shall execute and deliver to such Lender (through the Administrative Agent) the applicable Notes a Note payable to such Lender, which shall evidence such Lender’s Advances to the Borrower in addition to such accounts or records. Upon the request of the Swingline Lender to the Borrower, the Borrower shall execute and deliver to the Swingline Lender a Swingline Note which shall evidence the Swingline Advances to the Borrower Loans in addition to such accounts or records. Each Lender and the Swingline Lender may attach schedules to such Notes its Note and note endorse thereon the date, Type (if applicable), amount, amount and maturity of its Advances Loans and payments with respect thereto. (b) In addition to the accounts and records referred to in the immediately preceding sentencesSection 2.11(a), each Lender, the Issuing 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 CreditCredit and 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 (other than the Issuing Lender) in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. In the event of any conflict among the accounts and records maintained (c) Entries made in good faith by the Administrative Agent, Agent in the accounts Register pursuant to Sections 2.11(a) and records maintained by an Issuing Lender as to Letters of Credit issued by it(b), and the accounts and records of any other by each Lender in respect its account or accounts pursuant to Sections 2.11(a) and (b), shall be prima facie evidence of the amount of principal and interest due and payable or to become due and payable from the Borrowers to, in the case of the Register, each Lender and, in the case of such mattersaccount or accounts, such Lender, under this Agreement and the accounts and records other Loan Documents, absent manifest error; provided that the failure of the Administrative Agent or such Issuing Lender shall control to make an entry, or any finding that an entry is incorrect, in the absence Register or such account or accounts shall not limit or otherwise affect the obligations of manifest error.the Borrowers under this Agreement and the other Loan Documents. Section 2.12
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