Common use of Evidence of Indebtedness Clause in Contracts

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (FCStone Group, Inc.)

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Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs subsections (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms form of Exhibit B-1 D attached hereto (in the case of its Revolving Loans and such promissory notes being referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1212.2) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1212.2, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Envestnet, Inc.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) under this Agreement. The Administrative Agent shall also maintain accounts appropriate records in which it will record shall be recorded (i) the Revolving Commitment of each Lender, (ii) the amount of each Loan made hereunderhereunder by each Lender and the Class and Type thereof, (iiiii) the date and amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of such Loans, and (iiiiv) both the date and amount of any sum received by the Administrative Agent hereunder from the Borrower in respect of the Loans and each Lender’s share Pro Rata Share thereof. (c) . The entries maintained made in the accounts maintained pursuant to paragraphs (a) and (b) above such records shall be prima facie evidence of the existence and amounts of the Obligations obligations of the Borrower therein recorded; provided, however, that the failure or delay of any Lender or the Administrative Agent in maintaining or making entries into any Lender to maintain such accounts record or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Loans (both principal and unpaid accrued interest) of such Lender in accordance with their termsthe terms of this Agreement. (db) Any At the request of any Lender may request that its Loans be evidenced by a promissory note or notes in (including the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such eventSwingline Lender) at any time, the Borrower shall prepare, agrees that it will execute and deliver to such Lender a Note payable to such Lender or its registered assigns Revolving Credit Note, and, in the amount case of the relevant CommitmentSwingline Lender only, or Swing Line Sublimita Swingline Note, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveLender.

Appears in 1 contract

Samples: Revolving Credit Agreement (Exactech Inc)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, with respect to Revolving Loans, the type thereof and, with respect to Eurodollar Loans and Swing Loans, the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs clauses (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D-1 (in the case of its Tranche A Term Loan and referred to herein as a “Tranche A Term Note”), D-2 (in the case of its Tranche B Term Loan and referred to herein as a “Tranche B Term Note”), D-3 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 D-4 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Tranche A Term Notes, Tranche B Term Notes, Revolving Notes and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.collectively

Appears in 1 contract

Samples: Loan Agreement (Vantiv, Inc.)

Evidence of Indebtedness. (a) The Loans made by the Bank to the Borrowers shall be evidenced by one or more loan accounts or records maintained by the Bank in the ordinary course of business. Each Lender shall maintain Borrower, on behalf of its respective Funds, irrevocably authorizes the Bank to make or cause to be made, at or about the date of each Loan to such Borrower or at the time of receipt of any payment of principal of each such Loan, an appropriate notation on its loan accounts or records, including computer records, reflecting the making of such Loan or (as the case may be) the receipt of such payment. The outstanding amount of the Loans set forth in accordance any such loan accounts or records, including any computer records, maintained by the Bank with its usual practice an respect to the Loans made by it shall, absent manifest error, constitute prima facie evidence of the principal amount thereof owing and unpaid to the Bank, but the failure to record, or any error in so recording, any such amount on any such loan account or accounts evidencing record shall not limit or otherwise affect the indebtedness obligation of each of the Borrower Borrowers, on behalf of each of its respective Funds, hereunder or under the other Loan Documents to such Lender resulting from each Loan made by such Lender from time to time, including the amounts make payments of principal of and interest payable and paid to such Lender from time to time hereunderon the Loans when due. (b) The Administrative Agent Each Borrower hereby agrees that, upon request of the Bank, such Borrower shall also maintain accounts promptly execute and deliver to the Bank, a promissory note (as amended, supplemented or otherwise modified, the “Note”) substantially in which it will record the form of Exhibit A attached hereto, payable to the Bank in an amount equal to (iA) in the case of all Borrowers on behalf of all Funds hereunder, other than the High Commitment Borrower, $125,000,000 and (B) in the case of the High Commitment Borrower, the Committed Line Amount or, if less, the aggregate unpaid principal amount of each Loan made hereunderthe Loans, (ii) plus interest thereon as provided below, which shall evidence the amount of any principal or interest due and payable or Loans in addition to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereofsuch records. (c) The entries In recognition of the Bank now evidencing the Loans by one or more loan accounts or records maintained by the Bank in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence ordinary course of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations business in accordance with their terms. Section I(3)(a), after the effectiveness of the Letter Amendment, dated as of March 6, 2020, by and among the Bank and the Borrowers signatory thereto, and the Bank shall return to the Borrowers, if requested, the Amended and Restated Promissory Note, dated March 11, 2016, made by one or more of the Borrowers and payable to the Bank in its possession as of March 6, 2020 (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a Revolving Existing Note”), or B-2 (in the case of its Swing Loans and referred to herein as a marked Swing NoteCancelled), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount The cancellation of the relevant Commitmentoriginal Existing Note shall not be deemed to evidence the repayment or satisfaction of any existing Loans or related Obligations, or Swing Line Sublimit, as applicable. Thereafter, the Loans all of which shall thereafter be evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to loan accounts or records maintained by the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced Bank as so described in subsections (aSection I(3)(a) and (b) above.or, if requested by the Bank under Section I(3)(b), the Note. Credit Suisse Family of Funds June 10, 2009

Appears in 1 contract

Samples: Twenty First Amendment to the Credit Suisse Family of Funds $250,000,000 Committed Line of Credit (Credit Suisse Trust)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, with respect to Revolving Loans, the type thereof and, with respect to Eurodollar Loans and Swing Loans, the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs clauses (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D‑1 (in the case of its Term Loan and referred to herein as a “Term Note”), D-2 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 D‑3 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Term Notes, Revolving Notes and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of such Lender’s Percentage of the relevant Term Loan, Revolving Credit Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1210.10) be represented by one (1) or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1210.10, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Loan Agreement (Vantiv, Inc.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender Xxxxxx from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof, the Interest Period with respect thereto, and the currency in which such Loan is denominated, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder hereunder, and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower Borrowers and each Lender’s share thereof. (c) The Subject to the provisions of Section 11.17(c), the entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower Borrowers to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 A-1 (in the case of its Term Loans and referred to herein as a “Term Note”), A-2 (in the case of its Revolving Loans and referred to herein as a “Revolving Credit Note”), or B-2 A-3 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Term Notes, Revolving Credit Notes and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower Borrowers shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Term Loan Commitment, Aggregate Revolving Commitment or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1211.17) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1211.17, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (EMCOR Group, Inc.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof, the Interest Period with respect thereto, and the currency in which such Loan is denominated, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower Borrowers and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower Borrowers to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Credit Note”), or B-2 D-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, Credit Notes and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, Commitment or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1211.17) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1211.17, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Emcor Group Inc)

Evidence of Indebtedness. (ai) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (bii) The Administrative Agent shall also maintain accounts in which it will record (ia) the amount of each Loan made hereunder, the Type thereof and the Interest Period with respect thereto, (iib) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iiic) the original stated amount of each Facility LC and the amount of LC Obligations outstanding at any time, and (d) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s 's share thereof. (ciii) The entries maintained in the accounts maintained pursuant to paragraphs (ai) and (bii) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (div) Any Lender may request that its Each Lender's Loans under the Term Loan shall be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving "Term Note"), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Term Note payable to the order of such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, form attached hereto as applicableExhibit E-1. Thereafter, the The Loans evidenced by such Term Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1212.3) be represented by one or more Term Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1212.3. (v) Each Lender's Loans under the Revolving Credit Facility shall be evidenced by a promissory note (a "Revolving Note"), except and Borrower shall execute and deliver to such Lender a Revolving Note payable to the extent that any order of such Lender in the form attached hereto as Exhibit E-2. The Loans evidenced by such Revolving Note and interest thereon shall at all times (including after any assignment pursuant to Section 12.3) be represented by one or more Revolving Notes payable to the order of the payee named therein or any assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) abovepursuant to Section 12.3.

Appears in 1 contract

Samples: Credit Agreement (Ennis Business Forms Inc)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender Xxxxxx from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs subsections (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 D-2 (in the case of its Swing Swingline Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Swingline Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1213.2) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1213.2, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Sonida Senior Living, Inc.)

Evidence of Indebtedness. (a) Each No promissory note shall be required to evidence the Advances by Xxxxxx to Xxxxxxxx. Lender shall shall, on behalf of itself and Borrower, maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan the Advances made by such Lender from time to timeXxxxxx, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) , as well as the amount of each Loan made hereunder, (ii) the amount participation by Xxxxxx and name of any principal or interest due and payable or to become due and payable from the Borrower to each direct Participant of Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) in relation thereto. The entries maintained in the Lender’s accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the such Obligations in accordance with their terms. (d) Any Lender may . Upon the reasonable request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”)Xxxxxx, or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower Xxxxxxxx shall prepare, execute and deliver to such Lender a Note payable note, which shall evidence the Advances in addition to such Lender or its registered assigns records. The provisions of this Section 2.11 constitute a promissory note for the benefit of Lender. In furtherance of the foregoing, Xxxxxxxx hereby promises to pay to Xxxxxx, in accordance with the provisions of this Agreement, the principal amount of the relevant CommitmentAdvances from time to time made by Xxxxxx to Borrower. In addition, or Swing Line Sublimit, as applicable. Thereafter, Xxxxxxxx promises to pay interest on the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order unpaid principal amount of the payee named therein or any assignee pursuant Advances made to Section 12.12Borrower, except from the date of such Advance until such principal amount is paid in full, at such interest rates and at such times as provided in this Agreement. No other promissory note shall be required to evidence the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveObligations.

Appears in 1 contract

Samples: Margin Loan and Security Agreement (Neuberger Berman High Yield Strategies Fund Inc.)

Evidence of Indebtedness. (a) Each Lender Lender, with respect to amounts payable to it hereunder, and the Agent, with respect to all amounts payable hereunder in respect of Borrowings, shall maintain on its books in accordance with its usual practice an account or practice, loan accounts evidencing and control accounts, respectively, setting forth each Loan, including, in the indebtedness case of each Lender having made a Bid Loan, each such Bid Loan, the Borrower to such Lender resulting from each Loan made by such Lender from time to timeapplicable interest rate, including and the amounts of principal principal, interest, and interest other sums paid and payable and paid to such Lender by the Company from time to time hereunder. hereunder with respect thereto and the Applicable Currency (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence case of the existence and amounts of the Obligations therein recordedOffshore Currency Loans); provided, however, that the failure of the Administrative Agent or by any Lender to maintain such accounts record, or any error therein in recording, any such amount on its books shall not in any manner affect the obligation obligations of the Borrower Company with respect thereto. In the case of any dispute, action or proceeding relating to any amount payable hereunder, the entries in each such account shall be prima facie evidence of such amount, absent manifest error. In case of any discrepancy between the entries in the Agent’s books and any Lender’s books, such Lender’s books shall be considered correct in the absence of manifest error. (b) Notwithstanding the foregoing, if any Lender shall so request, the obligation to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Committed Loans shall also be evidenced by a promissory note or notes in the forms form of Exhibit B-1 2.05(b). (c) The obligation to repay a Bid Loan shall also, if so requested by the Lender making such Bid Loan in its Competitive Bid, be evidenced by a promissory note in the case form of its Revolving Exhibit 2.05(c). (d) Notwithstanding the foregoing, if any Lender shall so request, the obligation to repay the Term Loans and referred to herein as shall also be evidenced by a “Revolving Note”), or B-2 (promissory note in the case form of its Swing Loans and referred to herein as a “Swing Note”Exhibit 2.05(d), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Georgia Pacific Corp)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan the Term Loans made or held by such Lender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) under this Agreement. The Administrative Agent shall also maintain accounts appropriate records in which it will record shall be recorded (i) the amount of the Term Loan held by each Loan made hereunderLender and the Type thereof, (ii) the date of each continuation thereof pursuant to Section 2.4, (iv) if applicable, the date of any required conversion of a Term Loan to a Base Rate Loan, (v) the date and amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of a Term Loan and (iiivi) both the date and amount of any sum received by the Administrative Agent hereunder from the Borrower in respect of a Term Loan and each Lender’s share Pro Rata Share thereof. (c) . The entries maintained made in the accounts maintained pursuant to paragraphs (a) and (b) above such records shall be prima facie evidence (absent manifest error) of the existence and amounts of the Obligations obligations of the Borrower therein recorded; provided, however, that the failure or delay of any Lender or the Administrative Agent in maintaining or making entries into any Lender to maintain such accounts record or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Term Loans (both principal and unpaid accrued interest) in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms terms of Exhibit B-1 (in this Agreement. On and after the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such eventClosing Date, the Borrower shall prepare, will execute and deliver an Initial Term Note and/or a Delayed Draw Term Note to each Lender requesting such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveNote.

Appears in 1 contract

Samples: Term Loan Agreement (Community Bankers Trust Corp)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) under this Agreement. The Administrative Agent shall also maintain accounts appropriate records in which it will record shall be recorded (i) the Revolving Commitment and Additional Term Loan A-3 Commitment of each Lender, (ii) the amount of each Loan made hereunderhereunder by each Lender, the Class and Type thereof and, with respect to any Eurodollar Loan, the Interest Period applicable thereto, (iiiii) the date of each continuation thereof pursuant to Section 2.8, (iv) the date of each conversion of all or a portion thereof to another Type pursuant to Section 2.8, (v) the date and amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of such Loans and (iiivi) both the date and amount of any sum received by the Administrative Agent hereunder from the Borrower in respect of the Loans and each Lender’s share Pro Rata Share thereof. (c) . The entries maintained made in the accounts maintained pursuant to paragraphs (a) and (b) above such records shall be prima facie evidence of the existence and amounts of the Obligations obligations of the Borrower therein recorded; provided, however, that the failure or delay of any Lender or the Administrative Agent in maintaining or making entries into any Lender to maintain such accounts record or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Loans (both principal and unpaid accrued interest) of such Lender in accordance with their termsthe terms of this Agreement. (db) Any At the request of any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such eventat any time, the Borrower shall prepare, agrees that it will execute and deliver to such Lender a Revolving Credit Note, a Term Note payable to such Lender or its registered assigns in the amount of the relevant Commitmentand/or a Swingline Note, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveLender.

Appears in 1 contract

Samples: Credit Agreement (Encore Capital Group Inc)

Evidence of Indebtedness. (a) 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 Operating Lender, as applicable, shall maintain 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 Lenders and the Letters of Credit issued by the Operating Lender, as applicable, and all other amounts becoming due to the Administrative Agent and each Lender or the Operating Lender, as the case may be, under this Agreement. The accounts and records of the Administrative Agent and the Operating Lender, as applicable, so kept shall constitute, in accordance with its usual practice an account or accounts evidencing the absence of manifest error, prima facie evidence of the indebtedness of the Borrower to the Administrative Agent, the Operating Lender and each other Lender pursuant to this Agreement, the date each such Lender resulting from made each Loan made by such Lender from time Borrowing available to time, including the Borrower and the amounts of principal and interest payable and the Borrower has paid to such Lender from time to time on account of the principal and interest on the Borrowings, fees payable pursuant to this Agreement and other amounts owing hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Amended and Restated Credit Agreement (Sundial Growers Inc.)

Evidence of Indebtedness. (a) The Credit Extensions made by each Lender shall be evidenced by one or more accounts or records maintained by such Xxxxxx and evidenced by one or more entries in the Register maintained by the Administrative 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 and each Lender shall be prima facie evidence absent manifest error of the amount of the Credit Extensions made by the 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 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 Xxxxxx made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) a Note payable to such Lender, which shall evidence such Xxxxxx’s Loans in addition to such accounts or records. Each Lender may attach schedules to its Note and endorse thereon the date, Type (if applicable), amount and maturity of its Loans and payments with respect thereto. 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 Administrative Agent all such Notes or other promissory notes and other instruments and documents as the Administrative Agent shall reasonably request to evidence and confirm the respective interests and obligations of the Lenders after giving effect to any exchange of Xxxxxxx’ interests pursuant to arrangements relating thereto among the Lenders, and each Xxxxxx agrees to surrender any Notes or other promissory notes originally received by it in connection with its Loans hereunder to the Administrative Agent against delivery of any Notes or other promissory notes so executed and delivered. (b) In addition to the accounts and records referred to in Section 2.11(a), each Lender and the Administrative Agent shall maintain in accordance with its usual practice an account accounts or accounts records and, in the case of the Administrative Agent, entries in the Register, evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made purchases and sales by such Lender from time to time, including of participations in Letters of Credit and Swing Line Loans. In the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount event of any principal or interest due conflict between the accounts and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received records maintained by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence records of any Lender in respect of such matters, the existence accounts and amounts of the Obligations therein recorded; provided, however, that the failure records of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes control in the forms absence of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) abovemanifest error.

Appears in 1 contract

Samples: Credit Agreement (Sensata Technologies Holding PLC)

Evidence of Indebtedness. (a) Each The Loans made by each Lender shall maintain be evidenced by one or more accounts or records maintained by such Lender and maintained by the Administrative Agent, in accordance with its usual practice an account each case in the ordinary course of business. The accounts or accounts evidencing records maintained by the indebtedness Administrative Agent and each Lender shall be prima facie evidence absent manifest error of the amount of the Loans made by the 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 Lender resulting from each Loan made by such Lender from time to timematters, including the amounts accounts and records of principal and interest payable and paid to such Lender from time to time hereunderthe Administrative Agent shall control in the absence of demonstrable error. (b) The Administrative Agent shall also maintain accounts entries made in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due Register and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts therein maintained pursuant to paragraphs clause (a) above and (b) above shall Section 12.2 shall, to the extent permitted by applicable Law, be prima facie evidence of the existence and amounts of the Obligations therein recordedobligations recorded therein; provided, however, that the failure of any Lender or the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the Borrower to repay the Obligations 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 Lenders and the Issuers shall treat each Person whose name is recorded in the Register as a Lender or as an Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any Lender or Issuer shall be available for inspection by the Borrower, the Administrative Agent, such Lender or such Issuer at any reasonable time and from time to time upon reasonable prior notice. (dc) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that its Loans be evidenced by the Borrower execute and deliver a promissory note or notes payable to such Lender in order to evidence the forms of Exhibit B-1 (in Indebtedness owing to such Lender by the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such eventBorrower hereunder, the Borrower shall prepare, promptly execute and deliver one or more Revolving Credit Notes to such Lender a Note payable to evidencing the Loans of such Lender or its registered assigns Lender, substantially in the amount form of Exhibit B. Each Lender may attach schedules to its Revolving Credit Notes and endorse thereon the date, Type (if applicable), amount, currency and maturity of its applicable Loans and payments with respect thereto; provided that the failure to do so shall in no way affect the obligations of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein Borrower or any assignee pursuant to Section 12.12, except to the extent that other Loan Party under any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveLoan Document.

Appears in 1 contract

Samples: Credit Agreement (BJ's Wholesale Club Holdings, Inc.)

Evidence of Indebtedness. (a) Each Lender The Bank shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender the Bank from time to time, including the amounts of principal and interest payable and paid to such Lender the Bank from time to time hereunder. (b) The Administrative Agent Bank shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender the Bank hereunder and (iii) the amount of any sum received by the Administrative Agent Bank hereunder from the Borrower and each Lender’s share thereofBorrower. (c) The entries maintained in the accounts maintained pursuant to paragraphs subsections (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender Bank to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by The Borrower shall prepare, execute and deliver to the Bank a promissory note or notes payable to the Bank or its registered assigns in the forms of Exhibit B-1 C-1 (in the case of its the Delayed Draw Term Loan and referred to herein as a “Delayed Draw Term Note”) and C-2 (in the case of the Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable ) (the Delayed Draw Term Note and Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Willdan Group, Inc.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and, with respect to Eurodollar Loans, the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs clauses (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of such Lender’s Percentage of the relevant Commitment, or Swing Line Sublimit, as applicableLoans. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1210.10) be represented by one (1) or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12Notes, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Bridge Loan Agreement (Western Digital Corp)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender Lxxxxx from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D (in the case of its Revolving Loans and referred to herein as each a “Revolving Note”)” and collectively, or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant its Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Umh Properties, Inc.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) under this Agreement. The entries maintained made in the accounts maintained pursuant to paragraphs (a) and (b) above such records shall be prima facie evidence of the existence and amounts of the Obligations obligations of the Borrower therein recorded; provided, however, that the failure or delay of the Administrative Agent or any Lender to maintain in maintaining or making entries into any such accounts record or any error therein shall not in any manner affect the obligation obligations of the Borrower to repay the Obligations Loans (both principal and unpaid accrued interest) of such Lender in accordance with their termsthe terms of this Agreement. (db) Any Lender may request The Borrower agrees that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower it shall prepare, execute and deliver to such each Lender a Note payable to such Lender or its registered assigns Note, in the amount of the relevant Commitmentform attached hereto as Exhibit B, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of such Lender, in the payee named therein or applicable amount of such Lender’s Commitment. The Notes shall be dated the Closing Date, shall bear interest at the rate per annum and be payable as to principal and interest in accordance with the terms hereof. Notwithstanding the stated amount of any assignee pursuant to Section 12.12Note, except the liability of the Borrower under each Note shall be limited at all times to the extent that any outstanding principal amount of the Loans by each Lender evidenced thereby, plus all interest accrued thereon and the amount of all costs and expenses then payable hereunder, as established by each such Lender or assignee subsequently returns any such Note for cancellation Lender’s books and requests that such Loans once again records, which books and records shall be evidenced as described in subsections (a) and (b) aboveconclusive absent manifest error.

Appears in 1 contract

Samples: Loan and Security Agreement (Friedman Billings Ramsey Group Inc)

Evidence of Indebtedness. (a) Each The Agent shall open and maintain on the books of the Agent at the office of the Agent where the Agent's Account for Payments is from time to time maintained, accounts and records (the "Accounts") evidencing the Borrowings and other amounts owing by the Borrower to the Agent and each Lender under this Agreement. The Agent shall maintain debit therein the amount of such Borrowings, and shall enter therein each payment of principal of and interest on such Borrowings and fees and other amounts payable pursuant to this Agreement and shall record the Bankers' Acceptances accepted by each such Lender and the Letters of Credit issued by each such Lender and all other amounts becoming due to the Agent and each Lender under this Agreement. The Accounts constitute, in accordance with its usual practice an account or accounts evidencing the absence of manifest error, prima facie evidence of the indebtedness of the Borrower to such the Agent and each Lender resulting from pursuant to this Agreement, the date each Loan Lender made by such Lender from time each Borrowing available to time, including the Borrower and the amounts of principal and interest payable and the Borrower has paid to such Lender from time to time on account of the principal of and interest on the Borrowings, fees payable pursuant to this Agreement and other amounts owing hereunder. The Agent shall, from time to time upon the Borrower's reasonable request, provide to the Borrower copies of such accounts and records. (b) The Administrative Agent Swingline Lender shall also open and maintain accounts in which it will record (i) the amount separate books of each Loan made hereunder, (ii) the amount of any principal account or interest due electronically stored records evidencing all Swingline Loans and payable or to become due and payable from all other amounts owing by the Borrower to each Lender hereunder in respect thereof and (iiithe provisions of Section 4.6(a) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereofshall apply thereto, mutatis mutandis. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (PENGROWTH ENERGY Corp)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunderhereunder and the type thereof, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs subsections (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), ) or B-2 (in the case of its Swing Swingline Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, Notes and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, Commitment or Swing Line Swingline Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1213.2) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1213.2, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Commercial Credit, Inc.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s 's share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a "Revolving Note"), or B-2 (in the case of its Swing Loans and referred to herein as a "Swing Note"), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the "Notes" and individually as a "Note"). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (International Assets Holding Corp)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the Type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, (iii) the original stated amount of each Facility LC and the amount of LC Obligations outstanding at any time and (iiiiv) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes substantially in the forms form of Exhibit B-1 (D, or, in the case of its Revolving Loans and referred to herein as the Swing Line Lender, a “Revolving Note”), or B-2 (promissory note substantially in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable form Exhibit E (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as each a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a such Note Notes payable to the order of such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicableLender. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after prior to any assignment pursuant to Section 12.1212.3) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12therein, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections clauses (ab)(i) and (bii) above.

Appears in 1 contract

Samples: Credit Agreement (Roadrunner Transportation Systems, Inc.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) under this Agreement. The Administrative Agent shall also maintain accounts appropriate records in which it will record shall be recorded (i) the DDT A-1 Loan Commitment of each Lender, (ii) the amount of each Loan made hereunderhereunder by each Lender, (iiiii) [reserved], (iv) [reserved], (v) the date and amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of the Loans and (iiivi) both the date and amount of any sum received by the Administrative Agent hereunder from the Borrower in respect of the Loans and each LenderXxxxxx’s share Pro Rata Share thereof. (c) . The entries maintained made in the accounts maintained pursuant to paragraphs (a) and (b) above such records shall be prima facie evidence of the existence and amounts of the Obligations obligations of the Borrower therein recorded; provided, however, that the failure or delay of any Lender or the Administrative Agent in maintaining or making entries into any Lender to maintain such accounts record or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Loans (both principal and unpaid accrued interest) of such Lender in accordance with their termsthe terms of this Agreement. (db) Any At the request of any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such eventat any time, the Borrower shall agrees that it will prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes promissory note payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections the form of Exhibit 2.7 (a) and (b) abovea “Note”).

Appears in 1 contract

Samples: Credit Agreement (Archer Aviation Inc.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan The Loans made by such Lender from time the Bank to timethe Borrowers shall be evidenced by one or more loan accounts or records maintained by the Bank in the ordinary course of business. Each Borrower, including on behalf of its respective Funds, irrevocably authorizes the amounts of principal and interest payable and paid Bank to such Lender from time make or cause to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) be made, at or about the amount date of each Loan made hereunderto such Borrower or at the time of receipt of any payment of principal of each such Loan, an appropriate notation on its loan accounts or records, including computer records, reflecting the making of such Loan or (iias the case may be) the receipt of such payment. The outstanding amount of the Loans set forth in any principal such loan accounts or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of records, including any sum received computer records, maintained by the Administrative Agent hereunder from Bank with respect to the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall Loans made by it shall, absent manifest error, be prima facie evidence of the existence principal amount thereof owing and amounts of unpaid to the Obligations therein recorded; providedBank, however, that but the failure of the Administrative Agent or any Lender to maintain such accounts record, or any error therein in so recording, any such amount on any such loan account or record shall not in any manner limit or otherwise affect the obligation of each of the Borrowers, on behalf of each of its respective Funds, hereunder or under the other Loan Documents to make payments of principal of, and interest on, the Loans when due. (b) Each Borrower hereby agrees that, upon request of the Bank, such Borrower shall promptly execute and deliver to repay the Obligations Bank, a promissory note (as amended, supplemented or otherwise modified, the “Note”) substantially in the form of Exhibit A attached hereto, payable to the Bank in an amount equal to the Committed Line Amount or, if less, the aggregate unpaid principal amount of the Bank’s Loans, plus interest thereon as provided below, which shall evidence the Bank’s Loans in addition to such records. (c) In recognition of the Bank now evidencing the Loans by one or more loan accounts or records maintained by the Bank in the ordinary course of business in accordance with their terms. Section I(3)(a), after the effectiveness of this letter amendment, the Bank shall return to the Borrowers, if requested, the Amended and Restated Promissory Note, dated January 28, 2015, made by one or more of the Borrowers and payable to the Bank in its possession as of December 16, 2019 (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a Revolving Existing Note”), or B-2 (in the case of its Swing Loans and referred to herein as a marked Swing NoteCancelled), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount The cancellation of the relevant Commitmentoriginal Existing January 28, 2015 Note shall not be deemed to evidence the repayment or Swing Line Sublimitsatisfaction of any existing Loans or related Obligations, as applicable. Thereafter, the Loans all of which shall thereafter be evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to loan accounts or records maintained by the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced Bank as so described in subsections (aSection I(3)(a) and (b) aboveor, if requested by the Bank under Section I(3)(b), the Note.

Appears in 1 contract

Samples: Eighth Amendment to the Baron Family of Funds $100,000,000 Committed Line of Credit (BARON INVESTMENT FUNDS TRUST (F/K/a BARON ASSET FUND))

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) under this Agreement. The Administrative Agent shall also maintain accounts appropriate records in which it will record shall be recorded (i) the amount of each Loan made hereunderhereunder by each Lender, the Type thereof and the Interest Period applicable thereto, (ii) the date of each continuation thereof pursuant to Section 2.3, (iii) the date of each conversion of all or a portion thereof to another Type pursuant to Section 2.3, (iv) the date and amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of such Loans and (iiiv) both the date and amount of any sum received by the Administrative Agent hereunder from the Borrower in respect of the Loans and each Lender’s share 's Pro Rata Share thereof. (c) . The entries maintained made in the accounts maintained pursuant to paragraphs (a) and (b) above such records shall be prima facie evidence of the existence and amounts of the Obligations obligations of the Borrower therein recorded; provided, however, that the failure or delay of any Lender or the Administrative Agent in maintaining or making entries into any Lender to maintain such accounts record or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Loans (both principal and unpaid accrued interest) of such Lender in accordance with their termsthe terms of this Agreement. (db) Any At the request of any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such eventat any time, the Borrower shall prepare, agrees that it will execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant CommitmentNote, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveLender.

Appears in 1 contract

Samples: Term Loan Agreement (Tc Pipelines Lp)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and, with respect to Eurodollar Loans, the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall shall, absent manifest error, be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D-1 (in the case of its Revolving Term Loan and referred to herein as a “Term Note”) or D-2 (in the case of its Line of Credit Loans and referred to herein as a “Revolving Note”), or B-2 (in the case Line of its Swing Loans and referred to herein as a “Swing Credit Note”), as applicable (the Revolving Notes, Term Notes and Swing Note Line of Credit Notes being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Term Loan or Line of Credit Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1210.10) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1213.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Granite City Food & Brewery LTD)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) under this Agreement. The Administrative Agent shall also maintain accounts appropriate records in which it will record shall be recorded (i) the Revolving Commitment and Additional Term Loan A-34 Commitment of each Lender, (ii) the amount of each Loan made hereunderhereunder by each Lender, the Class and Type thereof and, with respect to any Eurodollar Loan, the Interest Period applicable thereto, (iiiii) the date of each continuation thereof pursuant to Section 2.8, (iv) the date of each conversion of all or a portion thereof to another Type pursuant to Section 2.8, (v) the date and amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of such Loans and (iiivi) both the date and amount of any sum received by the Administrative Agent hereunder from the Borrower in respect of the Loans and each Lender’s share Pro Rata Share thereof. (c) . The entries maintained made in the accounts maintained pursuant to paragraphs (a) and (b) above such records shall be prima facie evidence of the existence and amounts of the Obligations obligations of the Borrower therein recorded; provided, however, that the failure or delay of any Lender or the Administrative Agent in maintaining or making entries into any Lender to maintain such accounts record or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Loans (both principal and unpaid accrued interest) of such Lender in accordance with their termsthe terms of this Agreement. (db) Any At the request of any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such eventat any time, the Borrower shall prepare, agrees that it will execute and deliver to such Lender a Revolving Credit Note, a Term Note payable to such Lender or its registered assigns in the amount of the relevant Commitmentand/or a Swingline Note, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveLender.

Appears in 1 contract

Samples: Credit Agreement (Encore Capital Group Inc)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) under this Agreement. The Administrative Agent shall also maintain accounts appropriate records in which it will record shall be recorded (i) the Revolving Commitment of each Lender, (ii) the amount of each Loan made hereunderhereunder by each Lender, the Class and Type thereof and, in the case of each SOFR Loan, the Interest Period applicable thereto, (iiiii) the date of any continuation of any Loan pursuant LEGAL02/42400466v16 to Section 2.7, (iv) the date of any conversion of all or a portion of any Loan to another Type pursuant to Section 2.7, (v) the date and amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of the Loans and (iiivi) both the date and amount of any sum received by the Administrative Agent hereunder from the Borrower in respect of the Loans and each Lender’s share Pro Rata Share thereof. (c) . The entries maintained made in the accounts maintained pursuant to paragraphs (a) and (b) above such records shall be prima facie evidence of the existence and amounts of the Obligations obligations of the Borrower therein recorded; provided, however, provided that the failure or delay of any Lender or the Administrative Agent in maintaining or making entries into any Lender to maintain such accounts record or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Loans (both principal and unpaid accrued interest) of such Lender in accordance with their termsthe terms of this Agreement. (db) Any Lender may request that its Loans be evidenced by a promissory note or notes in This Agreement evidences the forms obligation of Exhibit B-1 (in the case of its Revolving Borrower to repay the Loans and referred to herein is being executed as a “Revolving Note”)noteless” credit agreement. However, or B-2 at the request of any Lender (in including the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such eventSwingline Lender) at any time, the Borrower shall agrees that it will prepare, execute and deliver to such Lender a Note promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender or and its registered assigns assigns) and in a form approved by the amount of the relevant Commitment, or Swing Line Sublimit, as applicableAdministrative Agent. Thereafter, the Loans evidenced by such Note or Notes promissory note and interest thereon shall at all times (including after any assignment pursuant to Section 12.12permitted hereunder) be represented by one or more Notes promissory notes in such form payable to the order of the payee named therein or any assignee pursuant (or, if such promissory note is a registered note, to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation payee and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveits registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Skyward Specialty Insurance Group, Inc.)

Evidence of Indebtedness. (axxxii) The Credit Extensions made by each Lender shall be evidenced by one or more accounts or records maintained by such Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent and each Lender shall be conclusive absent manifest error of the amount of the Credit Extensions made by the Lenders to the 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 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 made through the Administrative Agent, the Borrowers shall execute and deliver to such Lender (through the Administrative Agent) a Term Note, which shall evidence such Lender’s Loans in addition to such accounts or records. Each Lender shall maintain may attach schedules to its Term Note and endorse thereon the date, Type (if applicable), amount and maturity of its Loans and payments with respect thereto. (xxxiii) [Reserved]. (xxxiv) Entries made in accordance with good faith by the Administrative Agent and each Lender in its usual practice an account or accounts evidencing the indebtedness pursuant to Section 2.11(a), shall be prima facie evidence of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts amount of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to Borrowers to, in the case of the Register, each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained and, in the accounts maintained pursuant to paragraphs (a) case of such account or accounts, such Lender, under this Agreement and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recordedother Loan Documents, absent manifest error; provided, however, provided that the failure of the Administrative Agent or any such Lender to maintain such accounts make an entry, or any error therein finding that an entry is incorrect, in the Register or such account or accounts shall not in any manner limit or otherwise affect the obligation obligations of the Borrower to repay Borrowers under this Agreement and the Obligations in accordance with their termsother Loan Documents. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Senior Secured Second Lien Credit Agreement (Project Angel Parent, LLC)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made to the Borrower by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the its Obligations in accordance with their terms. In the event of any conflict between the accounts and records maintained by any Xxxxxx and the accounts and records of the Administrative Agent in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. (d) Any Lender may request that its Loans to the Borrower be evidenced by a promissory note or notes of the Borrower in the forms form of Exhibit B-1 D (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicableassigns. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1213.12) be represented by one or more Notes of the Borrower payable to the order of the payee named therein or any assignee pursuant to Section 12.1213.12, except to the extent that any such Lender or assignee subsequently returns any such Note to the Borrower for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) abovecancellation.

Appears in 1 contract

Samples: Term Loan Credit Agreement (J M SMUCKER Co)

Evidence of Indebtedness. (a) Each The Loans made by each Lender shall maintain in accordance with its usual practice an account be evidenced by one or more accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made or records maintained by such Lender from time and maintained by the Administrative Agent, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent and each Lender shall be prima facie evidence absent manifest error of the amount of the Loans made by the Lenders to timethe Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, including however, limit or otherwise affect the amounts obligation of principal the Borrowers hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and interest payable records maintained by any Lender and paid to the accounts and records of the Administrative Agent in respect of such Lender from time to time hereundermatters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. (b) The Administrative Agent shall also maintain accounts entries made in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due Register and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts therein maintained pursuant to paragraphs clause (a) above and (b) above shall Section 12.2 shall, to the extent permitted by applicable Law, be prima facie evidence of the existence and amounts of the Obligations therein recordedobligations recorded therein; provided, however, that the failure of any Lender or the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the Borrower Borrowers to repay the Obligations 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 Lenders and the Issuers shall treat each Person whose name is recorded in the Register as a Lender or as an Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any Lender or Issuer shall be available for inspection by the Borrowers, the Administrative Agent, such Lender or such Issuer at any reasonable time and from time to time upon reasonable prior notice. (dc) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that its Loans be evidenced by the Borrowers execute and deliver a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.- 127 -

Appears in 1 contract

Samples: Credit Agreement (Signet Jewelers LTD)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunderhereunder and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 Exhibit D -2 (in the case of its Swing Term Loans and referred to herein as a “Swing Term Note”), or Exhibit D-3 (in the case of its Incremental Term Loans and referred to herein as a “Incremental Term Note”) as applicable (the Revolving Notes, Term Notes and Swing Note Incremental Term Notes being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant CommitmentTerm Loan, Incremental Term Loan, or Swing Line SublimitRevolving Loan, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1212.10) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1212.10, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (LTC Properties Inc)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, with respect to Revolving Loans, the type thereof and, with respect to Eurodollar Loans and Swing Loans, the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D-1 (in the case of its Term B Loan and referred to herein as a “Term B Note”), D-2 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), ) or B-2 D-3 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Term B Notes, Revolving Notes and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to the order of such Lender or its registered assigns in the amount of such Lender’s Percentage of the relevant Term B Loan, Revolving Credit Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1210.10) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1210.10, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: First Lien Loan Agreement (Vantiv, Inc.)

Evidence of Indebtedness. (ai) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (bii) The Administrative Agent shall also maintain accounts in which it will record (ia) the amount of each Loan made hereunder, the Type thereof and the Interest Period with respect thereto, (iib) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, (c) the original stated amount of each Letter of Credit and the amount of the LC Exposure outstanding at any time, and (iiid) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s 's share thereof. (ciii) The entries maintained in the accounts maintained pursuant to paragraphs (ai) and (bii) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (div) Any Lender may request that its The obligation of the Borrower to repay the aggregate principal balance of all Loans hereunder outstanding at any one time shall be evidenced by a promissory note or notes Notes to each Lender in the forms form of Exhibit B-1 E attached hereto with blanks appropriately completed in conformity herewith. Each Note shall (i) be payable on or before the Facility Termination Date in the case face amount of its Revolving Loans and referred to herein as a “Revolving Note”)such Lender's Commitment, or B-2 (ii) bear interest from the date thereof until paid in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notesmanner provided in this Agreement, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12iii) be represented by one or more Notes payable entitled to the order benefits of this Agreement and the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note security provided for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveherein.

Appears in 1 contract

Samples: Loan Agreement (Equity Oil Co)

Evidence of Indebtedness. (a) Each The Loans made by each Lender shall maintain in accordance with its usual practice an account be evidenced by one or more accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made or records maintained by such Lender from time and maintained by the Administrative Agent, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent and each Lender shall be prima facie evidence absent manifest error of the amount of the Loans made by the Lenders to timethe Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so shall not, including however, limit or otherwise affect the amounts obligation of principal the Borrowers hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and interest payable records maintained by any Lender and paid to the accounts and records of the Administrative Agent in respect of such Lender from time to time hereundermatters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. (b) The Administrative Agent shall also maintain accounts entries made in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due Register and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts therein maintained pursuant to paragraphs clause (a) above and (b) above shall Section 12.2 shall, to the extent permitted by applicable Law, be prima facie evidence of the existence and amounts of the Obligations therein recordedobligations recorded therein; provided, however, that the failure of any Lender or the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the Borrower Borrowers to repay the Obligations 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 Lenders and the Issuers shall treat each Person whose name is recorded in the Register as a Lender or as an Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any Lender or Issuer shall be available for inspection by the Borrowers, the Administrative Agent, such Lender or such Issuer at any reasonable time and from time to time upon reasonable prior notice. (dc) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that its Loans be evidenced by the Borrowers execute and deliver a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender in order to evidence the Indebtedness owing to such Lender by the Borrowers hereunder, the Borrowers shall promptly execute and deliver one or its registered assigns more Revolving Credit Notes or FILO Notes, as applicable, to such Lender evidencing the Loans of such Lender, substantially in the amount form of the relevant Commitment, Exhibit B-1 or Swing Line SublimitExhibit B-2, as applicable. Thereafter, the Loans evidenced by such Note or Each Lender may attach schedules to its Revolving Credit Notes and interest FILO Notes and endorse thereon the date, Type (if applicable), amount, currency and maturity of its applicable Loans and payments with respect thereto; provided that the failure to do so shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to in no way affect the order obligations of the payee named therein Borrowers or any assignee pursuant to Section 12.12, except to the extent that other Loan Party under any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveLoan Document.

Appears in 1 contract

Samples: Credit Agreement (Signet Jewelers LTD)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan Advance made by such Lender from time to timeLender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will shall record (i) the amount date, amount, Type, interest rate and duration of Interest Period (if applicable) of each Loan Advance made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from for the Borrower account of the Lenders and each Lender’s share thereof. (c) The entries maintained made in the accounts maintained pursuant to paragraphs clause (a) and or (b) above of this Section 2.18 shall be prima facie evidence of the existence and amounts of the Obligations therein recordedobligations recorded therein; provided, however, provided that the failure of any Lender or the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Advances in accordance with their termsthe terms of this Agreement. (d) Any Lender may request that its Loans Advances made by it be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to the order of such Lender or (or, if requested by such Lender, to such Lender and its registered assigns assigns) in the amount form of the relevant Commitment, or Swing Line Sublimit, as applicableExhibit E hereto. Thereafter, the Loans Advances evidenced by such Note or Notes promissory note and interest thereon shall at all times (including after any assignment pursuant to Section 12.128.06) be represented by one or more Notes promissory notes in such form payable to the order of the payee named therein or any assignee pursuant (or, if such promissory note is a registered note, to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation payee and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveits registered assigns).

Appears in 1 contract

Samples: Revolving Credit Agreement (Cna Financial Corp)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender Xxxxxx from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each LenderXxxxxx’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (StoneX Group Inc.)

Evidence of Indebtedness. (a) The Credit Extensions made by each Lender shall be evidenced by one or more accounts or records maintained by such Xxxxxx and evidenced by one or more entries in the Register maintained by the Administrative 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 and each Lender shall be prima facie evidence absent manifest error of the amount of the Credit Extensions made by the 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 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 Xxxxxx made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) a Note payable to such Lender, which shall evidence such Xxxxxx’s Loans in addition to such accounts or records. Each Lender may attach schedules to its Note and endorse thereon the date, Type (if applicable), amount and maturity of its Loans and payments with respect thereto. 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 Administrative Agent all such Notes or other promissory notes and other instruments and documents as the Administrative Agent shall reasonably request to evidence and confirm the respective interests and obligations of the Lenders after giving effect to any exchange of Xxxxxxx’ interests pursuant to arrangements relating thereto among the Lenders, and each Xxxxxx agrees to surrender any Notes or other promissory notes originally received by it in connection with its Loans hereunder to the Administrative Agent against delivery of any Notes or other promissory notes so executed and delivered. (b) In addition to the accounts and records referred to in Section 2.11(a), each Lender and the Administrative Agent shall maintain in accordance with its usual practice an accounts or records and, in the case of the Administrative Agent, entries in the Register, evidencing the purchases and sales by such Lender of participations in Letters of Credit 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 in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. (c) Entries made in good faith by the Administrative Agent in the Register pursuant to Section 2.11(a) and Section 2.11(b), and by each Lender in its account or accounts evidencing the indebtedness pursuant to Section 2.11(a) and Section 2.11(b), shall be prima facie evidence of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts amount of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to to, in the case of the Register, each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained and, in the accounts maintained pursuant to paragraphs (a) case of such account or accounts, such Lender, under this Agreement and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recordedother Loan Documents, absent manifest error; provided, however, provided that the failure of the Administrative Agent or any such Lender to maintain such accounts make an entry, or any error therein finding that an entry is incorrect, in the Register or such account or accounts shall not in any manner limit or otherwise affect the obligation obligations of the Borrower to repay under this Agreement and the Obligations in accordance with their termsother Loan Documents. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Sensata Technologies Holding PLC)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender Xxxxxx from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs subsections (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D-1 (in the case of its Term A Loan and referred to herein as a “Term A Note”), D-2 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 D-3 (in the case of its Swing Swingline Loans and referred to herein as a “Swing Note”), ) as applicable (the Term A Notes, Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Term Loan, Commitment, or Swing Line Swingline Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1213.2) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1213.2, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Willdan Group, Inc.)

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Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan The Loans made by such Lender from time the Bank to timethe Borrowers shall be evidenced by one or more loan accounts or records maintained by the Bank in the ordinary course of business. Each Borrower, including on behalf of its respective Funds, irrevocably authorizes the amounts of principal and interest payable and paid Bank to such Lender from time make or cause to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) be made, at or about the amount date of each Loan made hereunderto such Borrower or at the time of receipt of any payment of principal of each such Loan, an appropriate notation on its loan accounts or records, including computer records, reflecting the making of such Loan or (iias the case may be) the receipt of such payment. The outstanding amount of the Loans set forth in any principal such loan accounts or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of records, including any sum received computer records, maintained by the Administrative Agent hereunder from Bank with respect to the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall Loans made by it shall, absent manifest error, be prima facie evidence of the existence principal amount thereof owing and amounts of unpaid to the Obligations therein recorded; providedBank, however, that but the failure of the Administrative Agent or any Lender to maintain such accounts record, or any error therein in so recording, any such amount on any such loan account or record shall not in any manner limit or otherwise affect the obligation of each of the Borrowers, on behalf of each of its respective Funds, hereunder or under the other Loan Documents to make payments of principal of, and interest on, the Loans when due. (b) Each Borrower hereby agrees that, upon request of the Bank, eachsuch Borrower shall promptly execute and deliver to repay the Obligations Bank, a promissory note (as amended, supplemented or otherwise modified, the “Note”) substantially in the form of Exhibit A attached hereto, payable to the Bank in an amount equal to the Committed Line Amount or, if less, the aggregate unpaid principal amount of the Bank’s Loans, plus interest thereon as provided below, which shall evidence the Bank’s Loans in addition to such records. (c) In recognition of the Bank now evidencing the Loans by one or more loan accounts or records maintained by the Bank in the ordinary course of business in accordance with their terms. Section I(3)(a), after the effectiveness of this letter amendment, the Bank shall return to the Borrowers, if requested, the Amended and Restated Promissory Note, dated January 28, 2015, made by one or more of the Borrowers and payable to the Bank in its possession as of December 16, 2019 (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a Revolving Existing Note”), or B-2 (in the case of its Swing Loans and referred to herein as a marked Swing NoteCancelled), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount The cancellation of the relevant Commitmentoriginal Existing Note shall not be deemed to evidence the repayment or satisfaction of any existing Loans or related Obligations, or Swing Line Sublimit, as applicable. Thereafter, the Loans all of which shall thereafter be evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to loan accounts or records maintained by the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced Bank as so described in subsections (aSection I(3)(a) and (b) aboveor, if requested by the Bank under Section I(3)(b), the Note.

Appears in 1 contract

Samples: Seventh Amendment to the Baron Family of Funds $100,000,000 Committed Line of Credit (Baron Select Funds)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by Advance owing to such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderhereunder in respect of Advances. The Borrower agrees that upon notice by any Lender to the Borrower (with a copy of such notice to the Agent) to the effect that a Note is required or appropriate in order for such Lender to evidence (whether for purposes of pledge, enforcement or otherwise) the Advances owing to, or to be made by, such Lender, the Borrower shall promptly execute and deliver to such Lender a Note payable to the order of such Lender in a principal amount up to the Commitment of such Lender. (b) The Administrative Register maintained by the Agent pursuant to Section 8.02(d) shall also maintain accounts include a control account, and a subsidiary account for each Lender, in which it will record accounts (taken together) shall be recorded (i) the date and amount of each Loan Borrowing made hereunder, the Type of Advances comprising such Borrowing and, if appropriate, the Interest Period applicable thereto, (ii) the terms of each Assignment and Acceptance delivered to and accepted by it, (iii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iiiiv) the amount of any sum received by the Administrative Agent hereunder from the Borrower hereunder and each Lender’s 's share thereof. (c) The entries maintained Entries made in good faith by the Agent in the accounts maintained Register pursuant to paragraphs subsection (b) above, and by each Lender in its account or accounts pursuant to subsection (a) and (b) above above, shall be prima facie evidence of the existence amount of principal and amounts interest due and payable or to become due and payable from the Borrower to, in the case of the Obligations therein recordedRegister, each Lender and, in the case of such account or accounts, such Lender, under this Agreement, absent manifest error; provided, however, that the failure of the Administrative Agent or any such Lender to maintain such accounts make an entry, or any error therein finding that an entry is incorrect, in the Register or such account or accounts shall not in any manner limit or otherwise affect the obligation obligations of the Borrower to repay the Obligations in accordance with their termsunder this Agreement. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Olin Corp)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) under this Agreement. The Administrative Agent shall also maintain accounts appropriate records in which it will record shall be recorded (i) the Revolving Commitment of each Lender, (ii) the amount of each Loan made hereunderhereunder by each Lender, the Class and Type thereof and the Interest Period applicable thereto, (iiiii) the date of each continuation thereof pursuant to Section 2.8, (iv) the date of each conversion of all or a portion thereof to another Type pursuant to Section 2.8, (v) the date and amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of such Loans and (iiivi) both the date and amount of any sum received by the Administrative Agent hereunder from the Borrower in respect of the Loans and each Lender’s share Pro Rata Share thereof. (c) . The entries maintained made in the accounts maintained pursuant to paragraphs (a) and (b) above such records shall be prima facie evidence of the existence and amounts of the Obligations obligations of the Borrower therein recorded, absent manifest error; provided, however, that the failure or delay of any Lender or the Administrative Agent in maintaining or making entries into any Lender to maintain such accounts record or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Loans (both principal and unpaid accrued interest) of such Lender in accordance with their termsthe terms of this Agreement. (db) Any At the request of any Lender may request that its Loans be evidenced by a promissory note or notes in (including the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such eventSwingline Lender) at any time, the Borrower shall prepare, agrees that it will execute and deliver to such Lender, as applicable, a Revolving Credit Note and, in the case of the Swingline Lender only, a Note Swingline Note, payable to such Lender (or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveassigns).

Appears in 1 contract

Samples: Revolving Credit Agreement (Maximus Inc)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to the Applicable Lending Office of such Lender resulting from each Loan made by such Applicable Lending Office of such Lender from time to time, including the amounts of principal and interest payable and paid to such Applicable Lending Office of such Lender from time to time hereunderunder this Agreement. (b) The Administrative Agent shall also maintain accounts the Register pursuant to Section 13.06(h), and a subaccount for each Lender, in which it will record Register and subaccount (taken together) shall be recorded (i) the amount of each Loan made hereunder, the Borrower of each Loan, the Type and Class of each Loan made and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the any Borrower and each any Lender’s 's share thereof. (c) The entries maintained made in the Register and accounts maintained pursuant to paragraphs (a) and (b) above shall of this Section 2.09 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the Obligations obligations of the Borrowers therein recorded; provided, however, that the -------- ------- failure of the Administrative Agent or any Lender or the Agent to maintain such accounts account, such Register or such subaccount, as applicable, or any error therein therein, shall not in any manner affect the obligation of the each Borrower to repay (with applicable interest) the Obligations Loans made to such Borrower by such Lender in accordance with their termsthe terms of this Agreement. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Providian Bancorp Inc)

Evidence of Indebtedness. (a) Each The Loans made by each Lender shall maintain be evidenced by one or more accounts or records maintained by such Xxxxxx and maintained by the Administrative Agent, in accordance with its usual practice an account each case in the ordinary course of business. The accounts or accounts evidencing records maintained by the indebtedness Administrative Agent and each Lender shall be prima facie evidence absent manifest error of the Borrower to such Lender resulting from each Loan amount of the Loans made by the Lenders to the 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 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 Xxxxxx and the accounts and records of the Administrative Agent in respect of such Lender from time to timematters, including the amounts accounts and records of principal and interest payable and paid to such Lender from time to time hereunderthe Administrative Agent shall control in the absence of manifest error. (b) The Administrative Agent shall also maintain accounts entries made in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due Register and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts therein maintained pursuant to paragraphs clause (a) above and (b) above shall Section 12.2 shall, to the extent permitted by applicable Law, be prima facie evidence of the existence and amounts of the Obligations therein recordedobligations recorded therein; provided, however, that the failure of any Lender or the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation obligations of the Borrower Borrowers to repay the Obligations 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 Lenders and the Issuers shall treat each Person whose name is recorded in the Register as a Lender or as an Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any Lender or Issuer shall be available for inspection by the Borrowers, the Administrative Agent, such Lender or such Issuer at any reasonable time and from time to time upon reasonable prior notice. (dc) Any Notwithstanding any other provision of the Agreement, in the event that any Lender may request requests that its Loans be evidenced by the Borrowers execute and deliver a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender in order to evidence the Indebtedness owing to such Lender by the Borrowers hereunder, the Borrowers shall promptly execute and deliver one or its registered assigns more Revolving Credit Notes or FILO Notes, as applicable, to such Lender evidencing the Loans of such Lender, substantially in the amount form of the relevant Commitment, Exhibit B-1 or Swing Line SublimitExhibit B-2, as applicable. Thereafter, the Loans evidenced by such Note or Each Lender may attach schedules to its Revolving Credit Notes and interest FILO Notes and endorse thereon the date, Type (if applicable), amount, currency and maturity of its applicable Loans and payments with respect thereto; provided that the failure to do so shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to in no way affect the order obligations of the payee named therein Borrowers or any assignee pursuant to Section 12.12, except to the extent that other Loan Party under any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveLoan Document.

Appears in 1 contract

Samples: Credit Agreement (Signet Jewelers LTD)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs subsections (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D-1 (in the case of its Delayed Draw Term Loan and referred to herein as a “Delayed Draw Term Note”), D-2 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), ) or B-2 D-3 (in the case of its Swing Swingline Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Delayed Draw Term Notes, Revolving Notes and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Term Loan, Commitment, or Swing Line Swingline Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1213.2) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1213.2, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Willdan Group, Inc.)

Evidence of Indebtedness. (a) The Credit Extensions made by each Lender shall be evidenced by one or more accounts or records maintained by such Lender in the ordinary course of business. The accounts or records maintained by each Lender shall be prima facie evidence of the amount of the Credit Extensions made by the 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 the obligation of thesuch 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 Register, the Register shall control in the absence of manifest error. Upon the request of any Lender made through the Administrative Agent, the applicable Borrower shall execute and deliver to such Lender (through the Administrative Agent) a Note payable to such Lender, which shall evidence such Lender’s Loans in addition to such accounts or records. Each Lender may attach schedules to its Note and endorse thereon the date, Type (if applicable), Class (if applicable), amount and maturity of its Loans and payments with respect thereto. (b) In addition to the accounts and records referred to in Section 2.11(a), each Lender shall maintain in accordance with its usual practice an 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 accounts and records of any Lender in respect of such matters, the Register shall control in the absence of manifest error. (c) Entries made in good faith by each Lender in its account or accounts evidencing the indebtedness pursuant to Sections 2.11(a) and (b) shall be prima facie evidence of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts amount of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the thea Borrower to each such Lender hereunder under this Agreement and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recordedother Loan Documents; provided, however, provided that the failure of the Administrative Agent such Lender to make an entry, or any Lender to maintain finding that an entry is incorrect, in such account or accounts or any error therein shall not in any manner affect limit the obligation obligations of thesuch Borrower under this Agreement and the Borrower to repay the Obligations in accordance with their termsother Loan Documents. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Amendment No. 2 (TGPX Holdings I LLC)

Evidence of Indebtedness. (a) Each The Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower to such the Lender resulting from each the Loan made by such owing to the Lender from time to time, including the amounts of principal and interest payable and paid to such the Lender from time to time hereunder. (b) . The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above this Section 2.09 shall be prima facie evidence of the existence and amounts of the Obligations therein recordedobligations recorded therein; provided, however, provided that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Loan in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms terms of Exhibit B-1 (in this Agreement. The Borrower shall, at the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in date the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepareLoan is made, execute and deliver to such Lender the Lender, a Note payable to such Lender or its registered assigns promissory note in the amount of form attached hereto as Exhibit B-1, together with a reconocimiento de deuda, in the relevant Commitmentform attached hereto as Exhibit B-2 or in forms otherwise acceptable to the Lender, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except Lender in a principal amount equal to the extent amount owed to the Lender. The Lender agrees that, notwithstanding the simultaneous existence of the Trust Notes and the Loan, it is not entitled to, and shall not seek to, recover in the aggregate any amount in excess of the unpaid amounts owing to it under this Agreement. The Lender agrees that if at any time it should recover any amount in excess of the unpaid amount owing to it under this Agreement, it shall promptly return such excess amount to the Borrower. The Lender or assignee subsequently returns further agrees that, notwithstanding the execution of the promissory note and the reconocimiento de deuda by the Borrower, the Lender shall not maintain at any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) abovetime simultaneous actions under both instruments.

Appears in 1 contract

Samples: Credit Agreement (Quilmes Industrial Quinsa Societe Anonyme)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and, with respect to EurodollarTranche Rate Loans, Canadian CDOR Loans and Swing Loans, the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower Borrowers and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (aSections 2.11(a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower Borrowers to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D-1 (in the case of its U.S. Revolving Loans and referred to herein as a “U.S. Revolving Note”), or B-2 D-2 (in the case of its Canadian Revolving Loans and referred to herein as a “Canadian Revolving Note”), D-3 (in the case of its U.S. Swing Loans and referred to herein as a “U.S. Swing Note”), as applicable or D-4 (in the Revolving Notes, case of its Canadian Swing Loans and Swing Note being hereinafter referred to collectively as the “Notes” and individually herein as a “Canadian Swing Note”)) as applicable. In such event, the Borrower Borrowers shall prepare, execute and deliver to such Lender a Note payable to the order of such Lender or its registered assigns in the amount of the relevant Commitment, Commitment or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1210.9) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1210.9, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Delek Logistics Partners, LP)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) under this Agreement. The Administrative Agent shall also maintain accounts appropriate records in which it will record shall be recorded (i) the Revolving Commitment and the Incremental Term Loan Commitment of each Lender, (ii) the amount of each Loan made hereunderhereunder by each Lender, the Class and Type thereof and, in the case of each EurodollarSOFR Loan, the Interest Period applicable thereto, (iiiii) the date of any continuation of any Loan pursuant to Section 2.7, (iv) the date of any conversion of all or a portion of any Loan to another Type pursuant to Section 2.7, (v) the date and amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of the Loans and (iiivi) both the date and amount of any sum received by the Administrative Agent hereunder from the Borrower in respect of the Loans and each Lender’s share Pro Rata Share thereof. (c) . The entries maintained made in the accounts maintained pursuant to paragraphs (a) and (b) above such records shall be prima facie evidence of the existence and amounts of the Obligations obligations of the Borrower therein recorded; provided, however, provided that the failure or delay of any Lender or the Administrative Agent in maintaining or making entries into any Lender to maintain such accounts record or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Loans (both principal and unpaid accrued interest) of such Lender in accordance with their termsthe terms of this Agreement. (db) Any Lender may request that its Loans be evidenced by a promissory note or notes in This Agreement evidences the forms obligation of Exhibit B-1 (in the case of its Revolving Borrower to repay the Loans and referred to herein is being executed as a “Revolving Note”)noteless” credit agreement. However, or B-2 (in at the case request of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such any Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.the

Appears in 1 contract

Samples: Credit Agreement (Apollo Medical Holdings, Inc.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender it and resulting from each Loan the Advances made by such Lender to the Borrower, from time to time, including the amounts of principal and interest payable thereon and paid to such Lender it, from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, provided that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Advances in accordance with their termsthe terms of this Agreement. (db) Any Lender may request that its Loans Advances to the Borrower be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall promptly prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicableand otherwise appropriately completed. Thereafter, the Loans Advances of such Lender evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1212.06(a)) be represented by one or more Notes a Note payable to the order of the payee named therein such Lender (or any assignee registered assigns pursuant to Section 12.1212.06(a)), except to the extent that any such Lender (or assignee assignee) subsequently returns any such Note for cancellation and requests that such Loans Advances once again be evidenced as described in subsections clause (a) of this Section 2.03. (c) If any Lender elects not to receive a Note, all references herein and the other Facility Documents to such Lender’s Note shall be deemed to mean the Advances Outstanding with respect to such Lender. The parties hereto acknowledge and agree that the provisions herein and the other Facility Documents related to the Lenders hereunder shall apply to each Lender regardless of whether such Lender has received a Note. (bd) abovePromptly after all Obligations (other than unasserted contingent obligations) have been paid in full and all Commitments have been terminated, each Lender whose Advances were evidenced by a Note shall return such Note to the Borrower for cancellation.

Appears in 1 contract

Samples: Credit and Security Agreement (Saratoga Investment Corp.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender it and resulting from each Loan the Advances made by such Lender to the Borrower, from time to time, including the amounts of principal and interest payable thereon and paid to such Lender it, from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, provided that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Advances in accordance with their termsthe terms of this Agreement. (db) Any Lender may request that its Loans Advances to the Borrower be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall promptly prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicableand otherwise appropriately completed. Thereafter, the Loans Advances of such Lender evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1212.06(a)) be represented by one or more Notes a Note payable to the order of the payee named therein such Lender (or any assignee registered assigns pursuant to Section 12.1212.06(a)), except to the extent that any such Lender (or assignee assignee) subsequently returns any such Note for cancellation and requests that such Loans Advances once again be evidenced as described in subsections clause (a) of this Section 2.03. (c) If any Lender elects not to receive a Note, all references herein and the other Facility Documents to such Xxxxxx’s Note shall be deemed to mean the Advances Outstanding with respect to such Xxxxxx. The parties hereto acknowledge and agree that the provisions herein and the other Facility Documents related to the Lenders hereunder shall apply to each Lender regardless of whether such Xxxxxx has received a Note. (bd) abovePromptly after all Obligations (other than unasserted contingent obligations) have been paid in full and all Commitments have been terminated, each Lender whose Advances were evidenced by a Note shall return such Note to the Borrower for cancellation.

Appears in 1 contract

Samples: Credit and Security Agreement (Saratoga Investment Corp.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, with respect to Revolving Loans, the type thereof and, with respect to Term Benchmark Loans, the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower Borrowers and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs clauses (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower Borrowers to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D-1 (in the case of its Term A-2 Loan and referred to herein as a “Term A-2 Note”), Exhibit D-4 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Term A-2 Notes and Revolving Notes, and Swing Note Notes being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower Borrowers shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of such Lender’s Percentage of the relevant applicable Term Loan or Revolving Credit Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1210.10) be represented by one (1) or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12Notes, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Loan Agreement (Western Digital Corp)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts appropriate records evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable thereon and paid to such Lender from time to time hereunder. (b) under this Agreement. The Administrative Agent shall also maintain accounts appropriate records in which it will record shall be recorded (i) the Revolving Commitment and the Term Loan A Commitment of each Lender, (ii) the amount of each Loan made hereunderhereunder by each Lender, the Class and Type thereof and, in the case of each Eurodollar Loan, the Interest Period applicable thereto, (iiiii) the date of each continuation thereof pursuant to Section 2.8, (iv) the date of each conversion of all or a portion thereof to another Type pursuant to Section 2.8, (v) the date and amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of such Loans and (iiivi) both the date and amount of any sum received by the Administrative Agent hereunder from the Borrower in respect of the Loans and each Lender’s share Pro Rata Share thereof. (c) . The entries maintained made in the accounts maintained pursuant to paragraphs (a) and (b) above such records shall be prima facie evidence of the existence and amounts of the Obligations obligations of the Borrower therein recorded; provided, however, that the failure or delay of any Lender or the Administrative Agent in maintaining or making entries into any Lender to maintain such accounts record or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations Loans (both principal and unpaid accrued interest) of such Lender in accordance with their termsthe terms of this Agreement. (db) Any Lender may request that its Loans be evidenced by a promissory note or notes in This Agreement evidences the forms obligation of Exhibit B-1 (in the case of its Revolving Borrower to repay the Loans and referred to herein is being executed as a “Revolving Note”)noteless” credit agreement. However, or B-2 at the request of any Lender (in including the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such eventSwingline Lender) at any time, the Borrower shall agrees that it will prepare, execute and deliver to such Lender a Note promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender or and its registered assigns assigns) and in a form approved by the amount of Borrower and the relevant Commitment, or Swing Line Sublimit, as applicableAdministrative Agent. Thereafter, the Loans evidenced by such Note or Notes promissory note and interest thereon shall at all times (including after any assignment pursuant to Section 12.12permitted hereunder) be represented by one or more Notes promissory notes in such form payable to the order of the payee named therein or any assignee pursuant (or, if such promissory note is a registered note, to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation payee and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveits registered assigns).

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Aaron's Inc)

Evidence of Indebtedness. (a) Each Lender Loan and Base Rate Loan shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein relevant Lender. Each Note in respect of a Loan shall be executed by the Borrower and delivered to the applicable Lender in accordance with Section 11.5(d), as applicable and each Note in respect of a Base Rate Loan shall be executed and delivered by the Borrower to the applicable Lender prior to or concurrent with the conversion of any assignee Loan to any Base Rate Loan pursuant to Section 12.123.5(c). (b) Notwithstanding anything herein to the contrary, except to the extent that the Borrower is required to deliver a Replacement Note to any Lender in order to accurately evidence the calculation of interest or any amount due in respect of any Loan made by such Lender, the Borrower shall, within ten Banking Days after the date on which such Lender or assignee subsequently returns the Administrative Agent requests such Replacement Note, deliver to such Lender a duly executed Replacement Note in respect to such Loan, in exchange for the existing corresponding Note of the Borrower; provided that in no event shall the failure of the Borrower to deliver any such Replacement Note for cancellation affect the rights of such Lender or the obligations of the Borrower hereunder or under any other Credit Document. (c) The Administrative Agent shall maintain accounts wherein the Administrative Agent shall record the amount of credit outstanding (including the Tranche under which it was advanced), each payment of principal and requests that such Loans once again be evidenced as described interest on account of each Loan, and all other amounts becoming due to and being paid to the Lenders or the Administrative Agent hereunder, including commitment or other fees. The Administrative Agent's accounts constitute, in subsections (a) and (b) abovethe absence of manifest error, prima facie evidence of the Indebtedness of the Borrower pursuant to this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Endeavour Silver Corp)

Evidence of Indebtedness. (a) Each The Term Loans made by each Lender shall maintain be evidenced by one or more accounts or records maintained by such Lender and by the Administrative Agent in accordance with its usual practice an account the ordinary course of business. The accounts or accounts evidencing records maintained by the indebtedness Administrative Agent and each Lender shall be conclusive absent manifest error of the amount of the Term Loans made by the 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 accounts and records of the Administrative Agent shall control in the absence of manifest error. Upon the request of any Lender made through the Administrative Agent, the Borrower shall execute and deliver to such Lender resulting from each Loan made by (through the Administrative Agent) a Term Note, which shall evidence such Lender from time to time, including the amounts of principal and interest payable and paid Lender’s Term Loans in addition to such accounts or records. Each Lender from time may attach schedules to time hereunderits Term Note and endorse thereon the date, Type (if applicable), amount and maturity of its Term Loan and payments with respect thereto. (b) The Entries made in good faith by the Administrative Agent in the Register pursuant to Section 2.08(b), and by each Lender in its account or accounts pursuant to Section 2.08(a), shall also maintain accounts in which it will record (i) be prima facie evidence of the amount of each Loan made hereunder, (ii) the amount of any principal or and interest due and payable or to become due and payable from the Borrower to to, in the case of the Register, each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained and, in the accounts maintained pursuant to paragraphs (a) case of such account or accounts, such Lender, under this Agreement and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recordedother Loan Documents, absent manifest error; provided, however, provided that the failure of the Administrative Agent or any such Lender to maintain such accounts make an entry, or any error therein finding that an entry is incorrect, in the Register or such account or accounts shall not in any manner limit or otherwise affect the obligation obligations of the Borrower to repay under this Agreement and the Obligations in accordance with their termsother Loan Documents. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: First Lien Senior Secured Credit Agreement (Terremark Worldwide Inc)

Evidence of Indebtedness. (a) The Loans made by the Bank to the Borrowers shall be evidenced by one or more loan accounts or records maintained by the Bank in the ordinary course of business. Each Lender shall maintain Borrower, on behalf of its respective Funds, irrevocably authorizes the Bank to make or cause to be made, at or about the date of each Loan to such Borrower or at the time of receipt of any payment of principal of each such Loan, an appropriate notation on its loan accounts or records, including computer records, reflecting the making of such Loan or (as the case may be) the receipt of such payment. The outstanding amount of the Loans set forth in accordance any such loan accounts or records, including any computer records, maintained by the Bank with its usual practice an respect to the Loans made by it shall, absent manifest error, constitute prima facie evidence of the principal amount thereof owing and unpaid to the Bank, but the failure to record, or any error in so recording, any such amount on any such loan account or accounts evidencing record shall not limit or otherwise affect the indebtedness obligation of each of the Borrower Borrowers, on behalf of each of its respective Funds, hereunder or under the other Loan Documents to such Lender resulting from each Loan made by such Lender from time to time, including the amounts make payments of principal of and interest payable and paid to such Lender from time to time hereunderon the Loans when due. (b) The Administrative Agent Each Borrower hereby agrees that, upon request of the Bank, such Borrower shall also maintain accounts promptly execute and deliver to the Bank, a promissory note (as amended, supplemented or otherwise modified, the “Note”) substantially in which it will record the form of Exhibit A attached hereto, payable to the Bank in an amount equal to (iA) in the case of all Borrowers on behalf of all Funds hereunder, other than the High Commitment Borrower, $125,000,000 and (B) in the case of the High Commitment Borrower, the Committed Line Amount or, if less, the aggregate unpaid principal amount of each Loan made hereunderthe Loans, (ii) plus interest thereon as provided below, which shall evidence the amount of any principal or interest due and payable or Loans in addition to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereofsuch records. (c) The entries In recognition of the Bank now evidencing the Loans by one or more loan accounts or records maintained by the Bank in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence ordinary course of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations business in accordance with their terms. Section I(3)(a), after the effectiveness of the Letter Amendment, dated as of March 6, 2020, by and among the Bank and the Borrowers signatory thereto, and the Bank shall return to the Borrowers, if requested, the Amended and Restated Promissory Note, dated March 11, 2016, made by one or more of the Borrowers and payable to the Bank in its possession as of March 6, 2020 (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a Revolving Existing Note”), or B-2 (in the case of its Swing Loans and referred to herein as a marked Swing NoteCancelled), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount The cancellation of the relevant Commitmentoriginal Existing Note shall not be deemed to evidence the repayment or satisfaction of any existing Loans or related Obligations, or Swing Line Sublimit, as applicable. Thereafter, the Loans all of which shall thereafter be evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to loan accounts or records maintained by the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced Bank as so described in subsections (aSection I(3)(a) and (b) above.or, if requested by the Bank under Section I(3)(b), the Note. June 10, 2009

Appears in 1 contract

Samples: Twentieth Amendment to the Credit Suisse Family of Funds $250,000,000 Committed Line of Credit (Credit Suisse Trust)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs subsections (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms form of Exhibit B-1 B (in the case of its Revolving Loans and referred to herein as a “Revolving Note”)collectively, or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1213.2) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1213.2, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Cowen Inc.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (ba) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (cb) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (dc) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D-1 (in the case of its Term Loan and referred to herein as a “Term Note”), Exhibit D-2 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 Exhibit D-3 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Term Notes, Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Term Loan, Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1211.10) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1211.10, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Sterling Construction Co Inc)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs subsections (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms form of Exhibit B-1 C (-1 (in the case of its Revolving Loans A Loan and referred to herein as a “Revolving A Note”), or B-2 ) and C‑2 (in the case of its Swing Loans Revolving B Loan and referred to herein as a “Swing Revolving B Note”), as applicable (the Revolving Notes, and Swing Note ; each promissory note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1213.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1213.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Intl Fcstone Inc.)

Evidence of Indebtedness. (a) Each Lender The Loans evidenced by the Original Revolving Note and all Loans made on or after the date hereof, shall maintain be deemed evidenced by a Note in accordance with its usual practice an account or accounts evidencing the indebtedness form of Exhibit 1.4 hereto (the “Note”), executed on and dated the date hereof, in the principal amount of $12,000,000 made by the Borrower in favor of the Bank. The Note is given in substitution by the Borrower for the Indebtedness evidenced by the Original Revolving Note and is accepted by the Bank for but not in cancellation, discharge or extinguishment of the Indebtedness formerly evidenced by the Original Revolving Note and now evidenced by the Note. Despite the use of such Note, at any and all times that Loans remain outstanding (including amounts owed pursuant to such Lender resulting from each Loan drawings on the Letters of Credit), the amount due and all payments made by such Lender from time to time, including the amounts on account of principal and interest payable and paid may be entered by the Bank on records of the Bank and/or on “grids” attached to such Lender from time to time hereunderthe Note. (b) The Administrative Agent shall also maintain accounts in which it will record (i) Notwithstanding the face amount of each Loan made hereunderthe Note, (ii) the aggregate unpaid principal and interest amounts shown on the records of the Bank, if not objected to by the Borrower within 30 days after a monthly statement of such records is mailed to the Borrower shall be deemed an account stated and binding upon Borrower, absent manifest error. Notwithstanding the foregoing, the Bank’s failure to enter on such records the date and amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and advance (iii) the amount of any sum received including all amounts paid by the Administrative Agent hereunder from Bank on account of drafts presented under the Borrower and each Lender’s share thereof. (cLetters of Credit) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner limit or otherwise affect the obligation obligations of the Borrower under this Agreement to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the principal amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, advances including all amounts paid by the Loans evidenced by such Note or Notes and Bank on account of drafts presented under the Letters of Credit) made under this Agreement together with all interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) aboveaccruing thereon.

Appears in 1 contract

Samples: Revolving Credit Agreement (Cache Inc)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to such Lender resulting from each Loan made to such Borrower by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (bg) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the each Borrower and each Lender’s share thereof. (ch) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the any Borrower to repay the its Obligations in accordance with their terms. In the event of any conflict between the accounts and records maintained by any Xxxxxx and the accounts and records of the Administrative Agent in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. (di) Any Lender may request that its Loans to each Borrower be evidenced by a promissory note or notes of such Borrower in the forms of Exhibit B-1 D-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 Exhibit D-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, Notes and Swing Note Notes being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the each Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicableassigns. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1213.12) be represented by one or more Notes of the relevant Borrower payable to the order of the payee named therein or any assignee pursuant to Section 12.1213.12, except to the extent that any such Lender or assignee subsequently returns any such Note to the relevant Borrower for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (J M SMUCKER Co)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof and the Interest Period with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence evidence, absent manifest error, of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request through the Administrative Agent that its Loans be evidenced by a promissory note or notes substantially in the forms of Exhibit B-1 D-1 (in the case of its Term Loan and referred to herein as a “Term Note”), Exhibit D-2 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), ) or B-2 Exhibit D-3 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Term Notes, Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Term Loan, Revolving Credit Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1213.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1213.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced solely as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Dave & Buster's Entertainment, Inc.)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, the type thereof, the Interest Period with respect thereto, and the currency in which such Loan is denominated, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower Borrowers and each Lender’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower Borrowers to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 A-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Credit Note”), or B-2 A-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, Credit Notes and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower Borrowers shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, Total Commitment or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1211.17) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1211.17, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (Emcor Group Inc)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunder, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof[Reserved]. (c) The entries maintained in the accounts maintained Register pursuant to paragraphs (aSection 12.12(b) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts pursuant to paragraphs (a) above or Section 12.12(b) or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 D-1 (in the case of its Revolving Loans and referred to herein as each a “Revolving Note” and collectively, the “Revolving Notes), ) or B-2 D-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, Notes and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Revolving Note or Swing Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, its Commitment or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Credit Agreement (American Finance Trust, Inc)

Evidence of Indebtedness. (a) Each The Credit Extensions made by the Lender shall maintain be evidenced by one or more accounts or records maintained by the Lender named in accordance with its usual practice an account the introductory paragraph to this Agreement and evidenced by one or more entries in the Register maintained by the Lender, or a Person designated by the Lender (which may include the Borrowers) and acting as agent for the Borrowers, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), in each case in the ordinary course of business. The accounts evidencing or records maintained by the indebtedness Lender shall be prima facie evidence absent manifest error of the Borrower amount of the Credit Extensions made by the Lender to the 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 Borrowers hereunder to pay any amount owing with respect to the Obligations. Upon the request of the Lender upon reasonable notice, the relevant Borrowers shall execute and deliver to the Lender a Note payable to the Lender, which shall evidence the Lender’s Loans in addition to such accounts or records. The Lender resulting from each Loan made by such Lender from time may attach schedules to timeits Note and endorse thereon the date, including the amounts Type (if applicable), amount and maturity of principal its Loans and interest payable and paid to such Lender from time to time hereunderpayments with respect thereto. (b) The Administrative Agent Entries made in good faith by the Lender, or a Person designated by the Lender and acting as agent for the Borrowers, in the Register pursuant to Section 2.10(a), and by the Lender in its account or accounts pursuant to Section 2.10(a), shall also maintain accounts in which it will record (i) be prima facie evidence of the amount of each Loan made hereunder, (ii) the amount of any principal or and interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each Lender’s share thereof. (c) The entries maintained Borrowers to, in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence case of the existence Register, the Lender and, in the case of such account or accounts, the Lender, under this Agreement and amounts of the Obligations therein recordedother Loan Documents, absent manifest error; provided, however, provided that the failure of any the Administrative Agent Lender (or its designee) to make an entry, or any Lender to maintain finding that an entry is incorrect, in the Register or such account or accounts or any error therein shall not in any manner limit or otherwise affect the obligation obligations of the Borrower to repay Borrowers under this Agreement and the Obligations in accordance with their termsother Loan Documents. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.12) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.12, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Revolving Credit Agreement (Lyondell Chemical Co)

Evidence of Indebtedness. (a) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from f rom each Loan made by such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (b) The Administrative Agent shall also maintain accounts in which it will record (i) the amount of each Loan made hereunderhereunder and the type thereof with respect thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from f rom the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower and each LenderXxxxxx’s share thereof. (c) The entries maintained in the accounts maintained pursuant to paragraphs (a) and (b) above shall be prima facie evidence of the existence and amounts of the Obligations therein recorded; provided, however, that the failure of the Administrative Agent or any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Obligations in accordance with their terms. (d) Any Lender may request that its Loans be evidenced by a promissory note or notes in the forms of Exhibit B-1 acceptable to Administrative Agent and such Lender (in the case of its Revolving Loans and referred to herein as a “Revolving Note”), or B-2 (in the case of its Swing Loans and referred to herein as a “Swing Note”), as applicable (the Revolving Notes, and Swing Note being hereinafter referred to collectively as the “Notes” and individually as a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender or its registered assigns in the amount of the relevant Commitment, or Swing Line Sublimit, as applicable. Thereafter, the Loans evidenced by such Note or Notes and interest thereon shall at all times (including after any assignment pursuant to Section 12.1212.10) be represented by one or more Notes payable to the order of the payee named therein or any assignee pursuant to Section 12.1212.10, except to the extent that any such Lender or assignee subsequently returns any such Note for cancellation and requests that such Loans once again be evidenced as described in subsections (a) and (b) above.

Appears in 1 contract

Samples: Revolving Credit Agreement (World Acceptance Corp)

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