Common use of Exhibits and Schedules Clause in Contracts

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28, 2010, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 3 contracts

Samples: Credit Agreement (Hampshire Group LTD), Credit Agreement (Hampshire Group LTD), Credit Agreement (Hampshire Group LTD)

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Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 C-2 Form of Imported Goods Agreement Credit Amount Certificate Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.1(v) Mortgage Policy Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28June 30, 20102011, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX WXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITEDand UNIFY CORPORATION, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 3 contracts

Samples: Credit Agreement (Daegis Inc.), Credit Agreement (Daegis Inc.), Credit Agreement (Unify Corp)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Seasonal Borrowing Base Certificate Notice Exhibit C-1 Form of Compliance Certificate Exhibit I-1 D Form of Imported Goods Agreement DDA Notification Exhibit L-1 Form of LIBOR Notice Exhibit M Form of Borrowing Base Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule F-1 Freight Forwarders Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions 2.8(a) Cash Management Banks Schedule R-1 Real Property Collateral 5.4 Locations of Inventory Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a5.6(a) States of Organization Schedule 4.6(b5.6(b) Chief Executive Offices Schedule 4.6(c5.6(c) Organizational Identification Numbers XXXXx Schedule 4.6(d5.7(b) Commercial Tort Claims Capitalization of Borrower Schedule 4.7(b5.7(c) Capitalization of Borrower’s Subsidiaries Schedule 5.9 Litigation Schedule 4.12 5.13 Environmental Matters Schedule 4.13 5.17 Deposit Accounts Schedule 5.19 Permitted Indebtedness Schedule 5.20 Credit Card Processors Schedule 5.23 Investment Property Schedule 5.24 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 6.2 Collateral Reporting Schedule 6.6 Nature of Business 7.10 Investments Schedule 7.11 Transactions with Affiliates THIS CREDIT LOAN, GUARANTY AND SECURITY AGREEMENT (this “Agreement”), is entered into as of October 28February 20, 20102009, by and among among, on the one hand, the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL RETAIL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders and joint lead arranger (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITEDand CIT CAPITAL SECURITIES LLC, a Delaware corporation (“Parent”)limited liability company, as syndication agent and HAMPSHIRE DESIGNERSas joint lead arranger, and, on the other hand, GORDMANS, INC., a Delaware corporation (“Hampshire DesignersBorrower)) and the Guarantors identified on the signature pages hereof (together with Borrower, ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “BorrowersCredit Parties” and each individually, individually as a “BorrowerCredit Party”). The parties agree as follows:

Appears in 3 contracts

Samples: Loan, Guaranty and Security Agreement (Gordmans Stores, Inc.), Loan, Guaranty and Security Agreement (Gordmans Stores, Inc.), Loan, Guaranty and Security Agreement (Gordmans Stores, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 D-1 Form of Imported Goods Agreement Solvency Certificate Exhibit L-1 Form of LIBOR Notice Schedule 1.1 Definitions Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons [Reserved] Schedule C-1 Revolver Commitments Schedule D-1 Designated Account E-1 Existing Hedge Obligations Schedule E-1 Eligible Inventory Locations E-2 Existing Letters of Credit Schedule E-3 Excluded Subsidiary Indebtedness Schedule I-1 Immaterial Subsidiaries Schedule J-1 Joint Ventures Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 [Reserved] Schedule P-4 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Indebtedness Schedule 3.1 Conditions Precedent to Closing Date Schedule 3.6 3.7 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Conditions Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 5.16 Deposit Accounts THIS ASSET-BASED REVOLVING CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into dated as of October 28March 13, 20102020, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK OF AMERICA, LLC, a Delaware limited liability companyN.A., as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPand CLEVELAND-CLIFFS INC., LIMITED, a Delaware an Ohio corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 3 contracts

Samples: Asset Based Revolving Credit Agreement (Cleveland-Cliffs Inc.), Asset Based Revolving Credit Agreement (Cleveland-Cliffs Inc.), Asset Based Revolving Credit Agreement (Cleveland-Cliffs Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 D-1 Form of Imported Goods Agreement Solvency Certificate Exhibit L-1 Form of LIBOR SOFR Notice Schedule 1.1 Definitions Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons [Reserved] Schedule C-1 Revolver Commitments Schedule D-1 Designated Account E-1 Existing Hedge Obligations Schedule E-1 Eligible Inventory Locations E-2 Existing Letters of Credit Schedule E-3 Excluded Subsidiary Indebtedness Schedule I-1 Immaterial Subsidiaries Schedule J-1 Joint Ventures Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 [Reserved] Schedule P-4 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Indebtedness Schedule 3.1 Conditions Precedent to Closing Date Schedule 3.6 3.7 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Conditions Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 5.16 Deposit Accounts Schedule 5.17 Qualified Receivables Transaction THIS ASSET-BASED REVOLVING CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into dated as of October 28March 13, 20102020, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK OF AMERICA, LLC, a Delaware limited liability companyN.A., as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPand CLEVELAND-CLIFFS INC., LIMITED, a Delaware an Ohio corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 2 contracts

Samples: Asset Based Revolving Credit Agreement (Cleveland-Cliffs Inc.), Asset Based Revolving Credit Agreement (Cleveland-Cliffs Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Revolver Borrowing Base Certificate Exhibit B-2 Form of Floorplan Borrowing Base Certificate Exhibit B-3 Form of Aggregate Borrowing Base Certificate Exhibit B-4 Form of Bank Product Purchase Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule 1.1 Defined Terms Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations E-2 Existing Letters of Credit Schedule E-3 Existing Hedge Agreements Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b4.1(e) Chief Executive Offices Fiscal Year Ends Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.10 ERISA Matters Schedule 4.11 Environmental Matters Schedule 4.13 Intellectual Property 4.14(a) Indebtedness Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 4.14(b) Permitted Indebtedness Schedule 4.30 Locations 4.24 Location of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS Schedule 6.10 Transactions with Affiliates This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28April 3, 20102020, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK OF AMERICA, LLCN.A., a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPBANK OF AMERICA, LIMITEDN.A., a Delaware corporation XXXXX FARGO BANK, N.A. and REGIONS BANK, as joint lead arrangers (in such capacity, together with their successors and assigns in such capacity, the ParentJoint Lead Arrangers”), BANK OF AMERICA, X.X. XXXXX FARGO BANK, N.A. and HAMPSHIRE DESIGNERSREGIONS BANK, as joint book runners (in such capacity, together with their successors and assigns in such capacity, the “Joint Book Runners”), BBVA USA, as documentation agent (in such capacity, together with their successors and assigns in such capacity, the “Documentation Agent”), TITAN MACHINERY, INC., a Delaware corporation (“Hampshire DesignersBorrower”) and XXXXX FARGO BANK, NATIONAL ASSOCIATION (the “Resigning Agent”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 2 contracts

Samples: Credit Agreement (Titan Machinery Inc.), Credit Agreement (Titan Machinery Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Holders Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Investments Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 2.7(a) Cash Management Banks Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent 4.5(a) Inventory and Equipment Stored with Bailees or Warehousemen Schedule 4.1(b4.5(b) Capitalization Locations of Inventory and Equipment Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a4.7(a) States of Organization Schedule 4.6(b4.7(b) Chief Executive Offices Schedule 4.6(c4.7(c) Organizational Identification Numbers Schedule 4.6(d4.7(d) Commercial Tort Claims Schedule 4.7(b4.8(b) Capitalization of Borrowers Schedule 4.8(c) Capitalization of Borrowers’ Restricted Subsidiaries Schedule 4.10 Litigation Schedule 4.12 4.13(a) ERISA Plans Schedule 4.14 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 4.17 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 5.2 Collateral Reporting Schedule 5.1 5.3 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28November 30, 20102004, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders), and XXXXX FARGO FOOTHILL, INC., a California corporation, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPand ALTRA INDUSTRIAL MOTION, LIMITEDINC., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., each of Parent’s Subsidiaries identified on the signature pages hereof (Parent and such Subsidiaries are referred to hereinafter each individually as a Delaware corporation (Hampshire DesignersBorrower), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXindividually and collectively, LLCjointly and severally, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 2 contracts

Samples: Credit Agreement (Altra Industrial Motion, Inc.), Credit Agreement (Boston Gear LLC)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 D-1 Form of Imported Goods Agreement U.S. Tax Compliance Certificate (For Foreign Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes) Exhibit D-2 Form of U.S. Tax Compliance Certificate (For Foreign Participants That Are Not Partnerships For U.S. Federal Income Tax Purposes) Exhibit D-3 Form of U.S. Tax Compliance Certificate (For Foreign Participants That Are Partnerships For U.S. Federal Income Tax Purposes) Exhibit D-4 Form of U.S. Tax Compliance Certificate (For Foreign Lenders That Are Partnerships For U.S. Federal Income Tax Purposes) Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Revolver Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.10 Benefit Plans Schedule 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.24 Location of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 5.15 Chief Executive Office Schedule 6.5 Nature of Business THIS THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28January 14, 2010, 2015 by and among among, the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, NATIONAL ASSOCIATION, a national banking association, as administrative and collateral agent (together with its successors and assigns, “Agent”), Xxxxxxx Group LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation successor to Xxxxxxx Group Inc. (“ParentRevolving Loan Borrower”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, 100 Maple LLC, a Delaware limited liability company (“Xxxxx XxxxxTerm Loan Borrower”; Hampshire Designerstogether with Revolving Loan Borrower, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and referred to hereinafter each individually, individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”). The parties agree as follows:.

Appears in 2 contracts

Samples: Credit Agreement (Vector Group LTD), Credit Agreement (Vector Group LTD)

Exhibits and Schedules. Exhibit A-1 A Form of Note Exhibit B Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 C Form of Compliance Certificate Exhibit I-1 D Form of Imported Goods Agreement Information Certificate Exhibit L-1 E Form of LIBOR LIBORSOFR Notice Exhibit F Form of Solvency Certificate Schedule A-1 A Agent’s Account Schedule A-2 B Authorized Persons Schedule C-1 C Commitments Schedule D-1 D Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Loan Parties Schedule 4.1(c) Capitalization of Loan Parties’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.10 Employee Benefits Schedule 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.22 Location of Inventory Schedule 4.24 Material Contracts Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 5.18 Post-Closing Schedule 6.5 Nature of Business Schedule 6.14 Burdensome Agreements DB1/ 117299725.7117299725.11 THIS CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into as of October 28September 19, 2010, 2017 by and among LIBERTY OILFIELD SERVICES LLC, a DelawareTexas limited liability company (the “Liberty”), LOS ACQUISITION CO I LLC, a Delaware limited liability company (“LOS” and, together with Liberty, each a “Borrower”, and collectively, the “Borrowers”), LIBERTY OILFIELD SERVICES HOLDINGS LLC, a Delaware limited liability company (“Liberty Holdings”), the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability companyU.S. BANK NATIONAL ASSOCIATION, as administrative agent for the Lenders and collateral agent (in such capacitycapacities, together with its successors and assigns in such capacitycapacities, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 2 contracts

Samples: Credit Agreement (Liberty Energy Inc.), Credit Agreement (Liberty Energy Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 J-1 Form of Imported Goods Agreement Joinder Exhibit L-1 P-1 Form of LIBOR Notice Perfection Certificate Schedule A-1 Agent’s Agent Payment Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions 2.12 SOFR Replacement Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.22 Location of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business [**Exhibit P-1 and the Schedules listed above, other than Schedule 2.12, have been omitted pursuant to Item 601(a)(5) of Regulation S-K.**] THIS CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into as of October 28September 30, 2010, 2021 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPCVR PARTNERS, LIMITEDLP, a Delaware corporation limited partnership (“Parent”), and HAMPSHIRE DESIGNERS, INC.EAST DUBUQUE NITROGEN FERTILIZERS LLC, a Delaware corporation limited liability company (“Hampshire DesignersEast Dubuque”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXCVR NITROGEN HOLDINGS, LLC, a Delaware limited liability company (“Xxxxx XxxxxCVR Nitrogen Holdings”), COFFEYVILLE RESOURCES NITROGEN FERTILIZERS, LLC, a Delaware limited liability company (“Coffeyville Resources”), CVR NITROGEN, LP, a Delaware limited partnership (“CVR Nitrogen”; Hampshire Designerstogether with Parent, Item-Eyes East Dubuque, CVR Nitrogen Holdings, Coffeyville Resources and Xxxxx Xxxxx are herein collectively called the “those additional entities that hereafter become parties hereto as Borrowers” and each individually, each, a “Borrower” and individually and collectively, jointly and severally, the “Borrowers”), and the Subsidiaries of Parent identified on the signature pages hereof as “Guarantors”, and those additional entities that hereafter become parties hereto as Guarantors (each, a “Guarantor” and individually and collectively, jointly and severally, the “Guarantors”). The parties agree as follows:

Appears in 2 contracts

Samples: Credit Agreement (CVR Energy Inc), Credit Agreement (CVR Partners, Lp)

Exhibits and Schedules. Exhibit A-1 - Form of Competitive Bid Request Exhibit A-2 - Form of Notice of Competitive Bid Request Exhibit A-3 - Form of Competitive Bid Exhibit A-4 - Form of Competitive Bid Accept/Reject Letter Exhibit A-5 - Form of Standby Borrowing Request Exhibit B - Administrative Questionnaire Exhibit C - Form of Assignment and Acceptance Exhibit B-1 Form D-1 - Opinion of Borrowing Base Certificate Reid & Xriest LLP, special counsel to the Borrower, TU Electric and Enserch Exhibit C-1 Form D-2 - Opinion of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Worsxxx, Xxrsxxxx & Xoolxxxxxx, X.L.P., general counsel for the Borrower, TU Electric and Enserch Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 2.01 - Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 3.06 - Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS INTERIM FACILITY 5 COMPETITIVE ADVANCE AND REVOLVING CREDIT FACILITY AGREEMENT (this “Agreement”the "AGREEMENT"), is entered into dated as of October 28March 6, 20101998, by and among TEXAS UTILITIES COMPANY, a Texas corporation (the "BORROWER"); the lenders identified on the signature pages hereof listed in Schedule 2.01 (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”the "LENDERS"); THE CHASE MANHATTAN BANK ("CHASE"), as that term is hereinafter further definedCompetitive Advance Facility Agent (in such capacity, the "CAF AGENT"); and CHASE BANK OF TEXAS, NATIONAL ASSOCIATION ("CHASE BANK OF TEXAS"), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, the "ADMINISTRATIVE AGENT"; and, together with its successors and assigns in such capacitythe CAF Agent, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”"AGENTS"). The Borrower has requested the Lenders to extend credit in the form of Standby Borrowings (such term and each other capitalized term used herein having the meaning given it in Article I) to the Borrower in an aggregate principal amount at any time outstanding not in excess of $900,000,000. The Borrower has also requested the Lenders to provide a procedure pursuant to which the Borrower may invite the Lenders to bid on an uncommitted basis on short-term borrowings by the Borrower. Subject to the terms and conditions set forth herein, the proceeds of any such borrowings are to be used to finance or refinance (directly or indirectly, including as a commercial paper back-up) equity or subordinated loan advances from the Borrower to FinCx 0 xnd FinCx 0 xn connection with the Acquisition. The Lenders are willing to extend such credit to the Borrower on the terms and subject to the conditions herein set forth. Accordingly, the parties hereto agree as follows:

Appears in 2 contracts

Samples: 364 Day Competitive Advance and Revolving Credit Facility Agreement (Texas Utilities Co /Tx/), 364 Day Competitive Advance and Revolving Credit Facility Agreement (Tu Acquisitions PLC)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit C-2 Form of Credit Amount Certificate Exhibit I-1 Form of Imported Goods Agreement IP Reporting Certificate Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Certificates, and Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28March 16, 20102015, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSAPPFOLIO, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 2 contracts

Samples: Credit Agreement (Appfolio Inc), Credit Agreement (Appfolio Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 P-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Term Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations List of Certificated Equipment Unperfected on the Closing Date Schedule P-1 Permitted Investments Dispositions Schedule P-2 Permitted Liens Investments Schedule P-3 Permitted Art Dispositions Liens Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Post-Closing Items Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property 4.14 Permitted Indebtedness Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 4.20 Material Contracts Schedule 4.19 Permitted Indebtedness 4.26 Liabilities of Nuverra Rocky Mountain Schedule 4.30 Locations of Inventory 4.27 Other Names and Properties Schedule 4.28 Existing Business Relationships Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting 5.14 Locations of Collateral; Chief Executive Offices Schedule 6.6 6.5 Nature of Business Schedule 6.16 Burdensome Agreements THIS SECOND LIEN TERM LOAN CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28August 7, 20102017, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEWILMINGTON SAVINGS FUND SOCIETY, LLC, a Delaware limited liability companyFSB, as administrative agent for each member of the Lenders Lender Group (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSNUVERRA ENVIRONMENTAL SOLUTIONS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:.

Appears in 2 contracts

Samples: Credit Agreement (Nuverra Environmental Solutions, Inc.), Second Lien Term Loan Credit Agreement (Nuverra Environmental Solutions, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 J-1 Form of Imported Goods Joinder Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Exhibit T-1 Form of U.S. Tax Compliance Certificate Exhibit T-2 Form of U.S. Tax Compliance Certificate Exhibit T-3 Form of U.S. Tax Compliance Certificate Exhibit T-4 Form of U.S. Tax Compliance Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral U-1 Unrestricted Subsidiaries Schedule 1.1 Definitions Schedule 2.11 Existing Letters of Credit Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Parent Borrower’s Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.24 Location of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 6.1 Permitted Indebtedness THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28February 22, 2010, 2018 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPFTS INTERNATIONAL SERVICES, LIMITEDLLC, a Delaware corporation Texas limited liability company (“ParentOpCo Borrower”), and HAMPSHIRE DESIGNERSFTS INTERNATIONAL, INC., a Delaware corporation (“Hampshire DesignersParent Borrower,” together with the OpCo Borrower and those additional Persons that are joined as a party hereto by executing the form of Joinder attached hereto as Exhibit J-1, are referred to hereinafter each individually as a “Borrower), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXindividually and collectively, LLCjointly and severally, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (FTS International, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Location of Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Parent, Holdings, and Borrowers Schedule 4.1(c) Capitalization of Loan Parties’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Condition Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.24(a) Location of Inventory (other than Fixed Assets) Schedule 4.24(b) Location of Fixed Assets Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business Schedule 6.13 Inventory with Bailees Table of Contents THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28November 30, 20102012, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a national banking association, as lead arranger (in such capacity, together with its successors and assigns in such capacity, the “Lead Arranger”), XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as book runner (in such capacity, together with its successors and assigns in such capacity, the “Book Runner”), XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as syndication agent (in such capacity, together with its successors and assigns in such capacity, the “Syndication Agent”), XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as documentation agent (in such capacity, together with its successors and assigns in such capacity, the “Documentation Agent”), INFUSYSTEM HOLDINGS, INC., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSINFUSYSTEM HOLDINGS USA, INC., a Delaware corporation (“Hampshire DesignersHoldings”), ITEM-EYESINFUSYSTEM, INC., a Delaware California corporation (“Item-EyesInfusystem”), and XXXXX XXXXXFIRST BIOMEDICAL, LLCINC., a Delaware limited liability company Kansas corporation (“Xxxxx XxxxxFBI”; Hampshire DesignersFBI and Infusystem are referred to hereinafter each individually as a “Borrower”, Item-Eyes and Xxxxx Xxxxx are herein collectively called individually and collectively, jointly and severally, as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (InfuSystem Holdings, Inc)

Exhibits and Schedules. Exhibits: Exhibit A-1 A Assignment and Assumption Agreement Exhibit B Excluded Assets Exhibit C Water Rights Transfer Certificate Exhibit D Vote Sharing Agreement Exhibit E NorthWestern Officer’s Certificate Exhibit F Avista Officer’s Certificate Exhibit G Form of Assignment and Acceptance Deed Conveying Avista’s Interest Exhibit B-1 H Form of Borrowing Base Certificate Notice of Right of First Refusal (with form of waiver) Exhibit C-1 Form I Allocation of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Responsibility for Outage and Capital Costs During Interim Period Schedules: Schedule A-1 Agent’s Account 1.1 Water Rights Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 2.1(a) Real Property Collateral Schedule 1.1 Definitions 2.1(c) Common Facilities Interest and Associated Assets Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b2.1(d) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness 4.4 Title to Avista Colstrip Units 3&4 Interests Schedule 4.30 Locations of Inventory 4.5 No Violation or Breach Schedule 5.1 Financial Statements, Reports, Certificates 4.6 Avista Consents Schedule 5.2 Collateral Reporting 4.7 Material Contracts to Which NorthWestern Is Not a Party Schedule 6.6 Nature 5.5 NorthWestern Consents Schedule 7.1 Conduct of Business During Interim Period Schedule 8.6 Other Losses Allocated Based on Pre-Closing Date Project Shares Schedule 8.7 Losses Allocated Based on Post-Closing Project Shares THIS CREDIT COLSTRIP UNITS 3&4 INTERESTS ABANDONMENT AND ACQUISITION AGREEMENT (this “Agreement”), is entered into dated as of October 28January 16, 20102023, is by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITEDbetween NORTHWESTERN CORPORATION, a Delaware corporation (“ParentNorthWestern”), and HAMPSHIRE DESIGNERS, INC.AVISTA CORPORATION, a Delaware Washington corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “BorrowerAvista”). The parties agree NorthWestern and Avista are sometimes referred to herein individually as follows:a “Party” and collectively as the “Parties.”

Appears in 1 contract

Samples: Abandonment and Acquisition Agreement (Avista Corp)

Exhibits and Schedules. Exhibit A-1 Form A-1Form of Assignment and Acceptance Exhibit B-1 Form B-1Form of Borrowing Base Certificate Exhibit C-1 Form B-2Form of German Borrowing Base Certificate Exhibit B-3Form of Bank Product Provider Agreement Exhibit C-1Form of Compliance Certificate Exhibit I-1 Form L-1Form of Imported Goods Agreement Non-Base Rate Notice Exhibit L-1 Form P-1Form of LIBOR Notice Perfection Certificate ​ Schedule A-1 Agent’s A-1Agent's Account Schedule A-2 Authorized A-2Authorized Persons Schedule C-1 Commitments C-1Commitments Schedule D-1 Designated D-1Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted P-1Permitted Investments Schedule P-2 Permitted P-2Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions 3.1Conditions Precedent Schedule 3.6 Conditions 3.6Conditions Subsequent Schedule 4.1(b) Capitalization 4.1(b)Capitalization of Borrowers Schedule 4.1(c) Capitalization 4.1(c)Capitalization of Borrowers' Subsidiaries Schedule 4.6(a) States of Organization 4.1(d)Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices 4.6Litigation Schedule 4.6(c) Organizational Identification Numbers 4.10Employee Benefits Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental 4.11Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted 4.14Permitted Indebtedness Schedule 4.30 Locations 4.25Location of Inventory Schedule 5.1 Financial 5.1Financial Statements, Reports, Certificates Schedule 5.2 Collateral 5.2Collateral Reporting Schedule 6.6 Nature 6.5Nature of Business Schedule 6.10Affiliate Transaction ​ CREDIT AGREEMENT ​ THIS CREDIT AGREEMENT (this "Agreement"), is entered into as of October 28April 20, 20102021, by and among the lenders identified on the signature pages hereof hereto (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a "Lender", as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, "Agent"), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a Delaware corporation national banking association, as lead arranger (“Parent”in such capacity, together with its successors and assigns in such capacity, the "Lead Arranger"), XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as sole book runner (in such capacity, together with its successors and HAMPSHIRE DESIGNERSassigns in such capacity, the "Sole Book Runner"), KRONOS WORLDWIDE, INC., a Delaware corporation (“Hampshire Designers”"Worldwide" ), ITEM-EYESKRONOS LOUISIANA, INC., a Delaware corporation (“Item-Eyes”"Kronos Louisiana" ), and XXXXX XXXXXKRONOS (US), LLCINC., a Delaware corporation ("Kronos US"; together with Worldwide and Kronos Louisiana, are referred to hereinafter each individually as a "US Borrower", and individually and collectively, jointly and severally, as the "US Borrowers"), KRONOS CANADA, INC., a Canadian corporation ("Canadian Borrower"), KRONOS EUROPE NV, a public limited <liability >company (naamloze vennootschap / société anonyme) ("Belgian Borrower") and KRONOS TITAN GMBH, a limited liability company (“Xxxxx Xxxxx”Gesellschaft mit beschränkter Haftung) ("German Borrower"; Hampshire Designerstogether with US Borrowers, Item-Eyes Canadian Borrower and Xxxxx Xxxxx Belgian Borrower, are herein referred to hereinafter each individually as a "Borrower", and individually and collectively called as the "Borrowers” and each individually, a “Borrower”"). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Kronos Worldwide Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Existing Letters of Credit Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 1.1(i) Immaterial Subsidiaries Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Loan Parties and Subsidiaries Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Subscriptions, Options, Warrants, Calls Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Specified Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 6.1 Permitted Indebtedness THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28August 1, 20102016, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent and collateral agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a national banking association, and BANK OF AMERICA, N.A., a national banking association, as joint lead arrangers and joint lead book runners (in such capacity, together with their successors and assigns in such capacity, the “Joint Lead Arrangers”), XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, and BANK OF AMERICA, N.A., a national banking association, as co-documentation agents (in such capacities, the “Co-Documentation Agents”), NOMAC DRILLING, L.L.C., an Oklahoma limited liability company (“Nomac”), PERFORMANCE TECHNOLOGIES, L.L.C., an Oklahoma limited liability company (“PTL”), GREAT PLAINS OILFIELD RENTAL, L.L.C., an Oklahoma limited liability company (“GPOR” and, together with Nomac, PTL and any other Person that at any time after the date hereof becomes a Borrower, are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”, as hereinafter further defined), SEVENTY SEVEN ENERGY INC., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, SEVENTY SEVEN OPERATING LLC, a Delaware an Oklahoma limited liability company (“Xxxxx XxxxxSSO; Hampshire Designers), Item-Eyes SEVENTY SEVEN LAND COMPANY LLC, an Oklahoma limited liability company (“SSLC”), PTL PROP SOLUTIONS, L.L.C., an Oklahoma limited liability company (“PTL Prop”), SSE LEASING LLC, an Oklahoma limited liability company (“SSE” and, together with Parent, SSO, SSLC, PTL PROP and Xxxxx Xxxxx any other Person that at any time after the date hereof becomes a Guarantor are herein collectively called referred to hereafter each individually as a “Guarantor” and individually and collectively, jointly and severally, as the “Borrowers” and each individuallyGuarantors”, a “Borrower”as hereinafter further defined). The parties agree as follows:;

Appears in 1 contract

Samples: Credit Agreement (Seventy Seven Energy Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations E-2 Existing Letters of Credit Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Joint Venture Acquisition Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.7 Litigation Schedule 4.11 Benefit Plans Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory and Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business The registrants agree to furnish supplementally a copy of any omitted exhibit or schedule to the Securities and Exchange Commission upon request. THIS EXIM GUARANTIED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28August 13, 20102009, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEFOOTHILL, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITEDSTANADYNE INTERMEDIATE HOLDING CORP., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC.STANADYNE CORPORATION, a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Exim Guarantied Credit Agreement (Stanadyne Holdings, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Accounts Schedule C-1 Commitments Schedule D-1 Designated Accounts Schedule I-1 Investment Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions 2.7(a) Cash Management Banks Schedule 3.1 Conditions Precedent 5.4 List of Vehicles Schedule 3.6 Conditions Subsequent 5.5 Locations of Inventory and Equipment Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a5.7(a) States of Organization Schedule 4.6(b5.7(b) Chief Executive Offices Office Schedule 4.6(c5.7(c) Organizational Identification Numbers FXXXX Schedule 4.6(d5.7(d) Commercial Tort Claims Schedule 4.7(b5.8(b) Capitalization of Companies Schedule 5.8(c) Capitalization of Parent’s Subsidiaries Schedule 5.8(d) Subscriptions, Options, Warrants or Calls Schedule 5.10 Litigation Schedule 4.12 5.14 Environmental Matters Schedule 4.13 5.16 Intellectual Property Schedule 4.14 Leases Schedule 4.15 5.18 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 5.20 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 7.13 Transactions with Affiliates THIS CREDIT AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”), is entered into as of October 28June 29, 20102007, by and among among, on the one hand, the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders), WXXXX FARGO FOOTHILL, INC., a California corporation, as that term is hereinafter further definedthe arranger and administrative agent for the Lenders (“Agent”) and as UK Security Trustee, and, on the other hand, MIDWAY HOME ENTERTAINMENT INC., a Delaware corporation (“Midway”), XXXXX FARGO CAPITAL FINANCEMIDWAY AMUSEMENT GAMES, LLC, a Delaware limited liability companycompany (“MAG”; Midway and MAG are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, AgentBorrowers”), HAMPSHIRE GROUP, LIMITEDMIDWAY GAMES INC., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSMIDWAY GAMES WEST INC., a California corporation (“MGW”), MIDWAY INTERACTIVE INC., a Delaware corporation (“Hampshire DesignersMI”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXMIDWAY SALES COMPANY, LLC, a Delaware limited liability company (“Xxxxx XxxxxMSC”), and MIDWAY HOME STUDIOS INC., a Delaware corporation (“MHS”), SURREAL SOFTWARE INC., a Washington corporation (“Surreal”), MIDWAY STUDIOS — AUSTIN INC., a Texas corporation (“MSA”), MIDWAY STUDIOS — LOS ANGELES INC., a California corporation (“MSLA”; Hampshire DesignersParent, Item-Eyes MGW, MI, MSC, MHS, Surreal, MSA and Xxxxx Xxxxx MSLA, together with any Target acquired by a Borrower in connection with a Permitted Acquisition, are herein collectively called referred to hereinafter each individually as a “U.S. Credit Party” and individually and collectively, jointly and severally, as the “Borrowers” and each individually, a “BorrowerU.S. Credit Parties”). The parties agree as follows:.

Appears in 1 contract

Samples: Loan and Security Agreement (Midway Games Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance A [RESERVED] Exhibit B-1 Form of Borrowing Base Certificate B FORM OF TERM LOAN NOTE Exhibit C-1 Form of Compliance Certificate C [RESERVED] Exhibit I-1 Form of Imported Goods Agreement D [RESERVED] Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral E [RESERVED] Exhibit F [RESERVED] Exhibit G FORM OF COMPLIANCE CERTIFICATE Exhibit H [RESERVED] Exhibit I FORM OF ASSIGNMENT AND ACCEPTANCE AGREEMENT Exhibits J FORMS OF U.S. TAX COMPLIANCE CERTIFICATES Schedule 1.1 Definitions LENDERS AND COMMITMENTS Schedule 3.1 Conditions Precedent 4.3 ACCOUNTS Schedule 3.6 Conditions Subsequent 6.3 TITLE TO PROPERTIES Schedule 4.1(b6.5 NO MATERIAL CHANGES Schedule 6.7 PENDING LITIGATION Schedule 6.10 TAX STATUS Schedule 6.14 CERTAIN TRANSACTIONS Schedule 6.20(a) Capitalization SUBSIDIARIES OF REIT Schedule 4.1(c6.20(b) Capitalization of Subsidiaries UNCONSOLIDATED AFFILIATES OF REIT AND ITS SUBSIDIARIES AND DSTs Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 6.24 OTHER DEBT THIS CREDIT TERM LOAN AGREEMENT (this “Agreement”), ) is entered into made as of October September 28, 20102016, by and among the lenders identified on the signature pages hereof (each of such lendersFOUR SPRINGS CAPITAL TRUST OPERATING PARTNERSHIP, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLCL.P., a Delaware limited liability companypartnership (the “Borrower”), KEYBANK NATIONAL ASSOCIATION (“KeyBank”), the other lending institutions which are parties to this Agreement as “Lenders”, and the other lending institutions that may become parties hereto as “Lenders” pursuant to §18, KEYBANK NATIONAL ASSOCIATION, as agent Agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, KEYBANC CAPITAL MARKETS INC., a Delaware corporation as Lead Arranger (the Hampshire DesignersArranger”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Term Loan Agreement (Four Springs Capital Trust)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.10 Benefit Plans Schedule 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.24 Location of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 2831, 20102012, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSMODUSLINK GLOBAL SOLUTIONS, INC., a Delaware corporation (“Hampshire DesignersModusLink Global”), ITEM-EYESMODUSLINK CORPORATION, a Delaware corporation (“ModusLink”), and MODUSLINK PTS, INC., a Delaware corporation (“Item-EyesModusLink PTS), together with ModusLink Global and ModusLink, are referred to hereinafter each individually as a “Borrower”, and XXXXX XXXXXindividually and collectively, LLCjointly and severally, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (ModusLink Global Solutions Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations D-2 Designated Engines Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 2.6(d) Borrower Representatives Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.11 Benefit Plans Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 4.24 Employee and Labor Matters Schedule 4.27 Locations of Inventory Spare Parts Schedule 4.28(d) Locations of Ground Service Equipment Schedule 4.28(e) Locations of Designated Engines Schedule 4.29 Locations of Ineligible Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business Schedule 6.12 Existing Transactions with Affiliates THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28March 31, 2010, 2010 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX WXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPas co-lead arranger, LIMITEDand as joint bookrunner, a Delaware corporation U.S. BANK NATIONAL ASSOCIATION (“ParentUS Bank”), as documentation agent, as co-lead arranger, and HAMPSHIRE DESIGNERSas joint bookrunner, and ALASKA AIRLINES, INC., a Delaware an Alaska corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Alaska Air Group Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods G-1 — Amended and Restated Disclosure Schedules to Guaranty and Security Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 — Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b4.1 (b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization — Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 — Litigation Schedule 4.12 4.11 — Environmental Matters Schedule 4.13 4.14 — Permitted Indebtedness Schedule 4.24 — Location of Inventory Schedule 4.29 — Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 — Nature of Business THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28July 27, 20102018, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association (“Xxxxx Fargo”), as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPthe financial institutions who are or hereafter become parties to this Agreement as lenders (together with Xxxxx Fargo, LIMITEDcollectively the “Lenders”, and each individually, a “Lender”), SEASPINE HOLDINGS CORPORATION, a Delaware corporation (“Parent”), as Parent and HAMPSHIRE DESIGNERSas Guarantor, SEASPINE ORTHOPEDICS CORPORATION, a Delaware corporation (“SeaSpine Orthopedics“), SEASPINE, INC., a Delaware corporation (“Hampshire DesignersSeaSpine Inc.”), ITEM-EYESISOTIS, INC., a Delaware corporation (“Item-EyesIsoTis Inc.”), and XXXXX XXXXX, SEASPINE SALES LLC, a Delaware limited liability company (“Xxxxx XxxxxSeaSpine Sales”), THEKEN SPINE, LLC, an Ohio limited liability company (“Theken Spine”), and ISOTIS ORTHOBIOLOGICS, INC., a Washington corporation (“IsoTis OrthoBiologics”; Hampshire Designerstogether with SeaSpine Orthopedics, Item-Eyes SeaSpine Inc., IsoTis Inc., Theken Spine, and Xxxxx Xxxxx SeaSpine Sales are herein collectively called the “Borrowers” and referred to hereinafter each individually, individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”). The parties agree as follows:.

Appears in 1 contract

Samples: Credit Agreement (SeaSpine Holdings Corp)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 J-1 Form of Imported Goods Agreement Joinder Exhibit L-1 P-1 Form of LIBOR Notice Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Obligor Loan Receivables Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Pledged Companies Schedule R-1 Real Property Collateral 2.14(a) Cash Management Banks and Cash Management Accounts Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c5.1(b) Capitalization of Borrower Schedule 5.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a5.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b5.6(a) Names and Jurisdictions Schedule 5.6(b) Chief Executive Offices Schedule 4.6(c5.6(c) Organizational and Tax Identification Numbers Schedule 4.6(d5.6(d) Commercial Tort Claims Schedule 4.7(b5.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 5.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 5.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 5.18 Permitted Indebtedness Schedule 4.30 Locations 5.26 Location of Inventory Collateral Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 7.6 Nature of Business THIS CREDIT LOAN AND SECURITY AGREEMENT (this “Agreement”), is entered into as of October 28November 6, 2010, 2024 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability companyEAST WEST BANK, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPas joint lead arranger (in such capacity, LIMITEDtogether with its successors and assigns in such capacity, a Delaware corporation (the ParentJoint Lead Arranger”), and HAMPSHIRE DESIGNERSas joint book runner (in such capacity, together with its successors and assigns in such capacity, the “Joint Book Runner”), and SUNRISE REALTY TRUST, INC., a Delaware Maryland corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Loan and Security Agreement (Sunrise Realty Trust, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Joinder Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR SOFR Notice Exhibit P-1 Form of Perfection Certificate Exhibit S-1 Form of Solvency Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Existing Letters of Credit Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) 4.17 Capitalization Schedule 4.1(c) Capitalization of and Subsidiaries Schedule 4.6(a) States 4.25 Location of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts Inventory, Equipment and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Rolling Stock Schedule 5.2 Collateral Reporting Schedule 5.17 Location of Chief Executive Offices Schedule 6.1 Existing Indebtedness Schedule 6.2 Existing Liens Schedule 6.6 Nature of Business Existing Investments Schedule 6.7(v) Contemplated Dispositions Schedule 6.8 Transactions with Affiliates THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October January 28, 20102021, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association (“Xxxxx Fargo”), as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”)) and as joint lead arranger and joint bookrunner, HAMPSHIRE GROUP, XXXXX FARGO CAPITAL FINANCE (UK) LIMITED, a Delaware corporation private limited company incorporated and registered under the laws of England and Wales with company number 02656007, as security agent and trustee for the Secured Parties (as defined below) (in such capacity, together with its successors and assigns in such capacity, ParentUK Security Agent”), PNC BANK, NATIONAL ASSOCIATION, a national banking association, as a joint lead arranger and HAMPSHIRE DESIGNERSjoint bookrunner, INCBANK OF AMERICA, N.A., a national banking association (or any of its designated branch offices or affiliates), as a joint lead arranger (in such capacity, together with Xxxxx Fargo and PNC Bank, National Association in their respective capacities as joint lead arrangers, collectively, the “Joint Lead Arrangers”) and joint bookrunner, INDUSTREA ACQUISITION CORP., a Delaware corporation (“Hampshire DesignersIndustrea”), ITEM-EYESCONCRETE PUMPING HOLDINGS, INC. (FORMERLY KNOWN AS CONCRETE PUMPING HOLDINGS ACQUISITION CORP.), a Delaware corporation (“Holdings”), CONCRETE PUMPING INTERMEDIATE ACQUISITION CORP., a Delaware corporation (“Item-EyesIntermediate Holdings”), and XXXXX XXXXXCONCRETE PUMPING INTERMEDIATE HOLDINGS, LLC, a Delaware limited liability company (“Xxxxx XxxxxCP Holdings LLC”), XXXXXXXX-XXXX CONCRETE PUMPING HOLDINGS, INC. (FORMERLY KNOWN AS CONCRETE PUMPING HOLDINGS, INC. AND AS SUCCESSOR BY MERGER TO CONCRETE PUMPING MERGER SUB INC.), a Delaware corporation (“BBCPH”), XXXXXXXX-XXXX CONCRETE PUMPING, INC., a Colorado corporation (“Xxxxxxxx Pumping”), ECO-PAN, INC., a Colorado corporation (“Eco-Pan US”), CAPITAL PUMPING, LP, a Texas limited partnership (“Capital Pumping”; Hampshire Designersand together with BBCPH, ItemXxxxxxxx Pumping, Eco-Eyes Pan US, and Xxxxx Xxxxx are herein collectively called each other Person that from time to time that becomes party hereto as a US Borrower in accordance with the “Borrowers” and terms hereof by executing the form of Joinder Agreement attached hereto as Exhibit B-2, each individually, a “US Borrower”, and collectively, jointly and severally, the “US Borrowers”). The parties agree , CAMFAUD CONCRETE PUMPS LIMITED, a private limited company incorporated and registered under the laws of England and Wales with company number 02635232 (“Camfaud Concrete”) and PREMIER CONCRETE PUMPING LIMITED, a private limited company incorporated and registered under the laws of England and Wales with company number 01714938 (“Premier Concrete”, and together Camfaud Concrete, and each other Person that from time to time that becomes party hereto as follows:a UK Borrower in accordance with the terms hereof by executing the form of Joinder Agreement attached hereto as Exhibit B-2, each individually, a “UK Borrower”, and collectively, jointly and severally, the “UK Borrowers; the US Borrowers and the UK Borrowers are hereinafter referred to each individually as a “Borrower” and collectively as the “Borrowers”).

Appears in 1 contract

Samples: Credit Agreement (Concrete Pumping Holdings, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 G-1 Form of Imported Goods Agreement Guaranty Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Revolver Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule R-2 Real Property Held for Sale Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.7 Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 4.28 Locations of Inventory and Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business Schedule 6.16 Consignments THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28September 14, 20102011, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their its respective successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPSUPREME INDUSTRIES, LIMITEDINC., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSSUPREME INDIANA OPERATIONS, INC., a Delaware corporation (“Hampshire DesignersSupreme Indiana)) and certain of its Subsidiaries identified on the signature pages hereof (such Subsidiaries, ITEM-EYEStogether with Supreme Indiana, INC., are referred to hereinafter each individually as a Delaware corporation (Item-EyesBorrower), and XXXXX XXXXXindividually and collectively, LLCjointly and severally, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Supreme Industries Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule E-2 Existing Letters of Credit Schedule P-1 Existing Permitted Intercompany Advances Schedule P-2 Permitted Investments Schedule P-2 P-3 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.7 Litigation Schedule 4.11 Benefit Plans Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 4.27 Locations of Inventory and Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28January 31, 20102011, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLC, a Delaware limited liability companyNATIONAL ASSOCIATION, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITEDAMERICAN PACIFIC CORPORATION, a Delaware corporation (“ParentBorrower)) and each of the Domestic Subsidiaries of Borrower from time to time a party hereto, and HAMPSHIRE DESIGNERS, INC., a Delaware corporation as guarantors (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “BorrowerGuarantors”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (American Pacific Corp)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of US Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit B-3 Form of Canadian Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit L-2 Form of BA Rate Notice Schedule A-1 Agent’s Account Schedule A-2 Agent’s Canadian Account Schedule A-3 Authorized Persons Schedule C-1 Commitments Schedule C-2 Remediation Properties Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Existing Letters of Credit Schedule I-1 Immaterial Subsidiaries Schedule P-1 Permitted Investments Dispositions Schedule P-2 Permitted Liens Indebtedness Schedule P-3 Permitted Art Dispositions Investments Schedule R-1 Real Property Collateral P-4 Permitted Liens Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) 4.1 Capitalization of Borrowers and Borrowers’ Subsidiaries Schedule 4.5(c) Real Property Schedule 4.5(d) Leases Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation 4.11 Benefit Plans Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property 4.28(a) Third Party Locations Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 4.28(b) Locations of Inventory and Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 5.16 Post-Closing Deliveries Schedule 6.7 Certain Contractual Restrictions THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28March 1, 20102013, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEXxxxx Fargo Capital Finance, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPPolyOne Corporation, LIMITED, a Delaware an Ohio corporation (“Parent”), and HAMPSHIRE DESIGNERSthe subsidiaries of Parent organized under the laws of a jurisdiction in the United States party hereto as borrowers (together with Parent, INC.and certain other subsidiaries of Parent organized under the laws of a jurisdiction in the United States that are or may become party hereto after the date hereof, each individually a “US Borrower” and collectively, “US Borrowers” as hereinafter further defined), PolyOne Canada Inc., a Delaware federally incorporated Canadian corporation (“Hampshire DesignersPolyOne Canada”, and together with certain other subsidiaries of Parent organized under the laws of a jurisdiction in Canada that are or may become party hereto after the date hereof, each individually a “Canadian Borrower” and collectively, “Canadian Borrowers” as hereinafter further defined and, together with US Borrowers, each individually a “Borrower” and collectively, “Borrowers”), ITEM-EYESthe subsidiaries of Parent organized under the laws of a jurisdiction in the United States party hereto as guarantors (each individually a “US Guarantor” and collectively, INC., a Delaware corporation (Item-Eyes”US Guarantors” as hereinafter further defined), those subsidiaries of Parent organized under the laws of a jurisdiction in Canada that may become party hereto as guarantors after the date hereof (each individually a “Canadian Guarantor” and XXXXX XXXXXcollectively, LLC“Canadian Guarantors” as hereinafter further defined, and together with US Guarantors, each individually a Delaware limited liability company (Xxxxx Xxxxx”; Hampshire DesignersGuarantor” and collectively, Item-Eyes “Guarantors” as hereinafter further defined), Bank of America, N.A. and U.S. Bank National Association, each as Syndication Agents, KeyBank National Association and PNC Bank, National Association, each as Documentation Agents, and Xxxxx Fargo Capital Finance, LLC and Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx are herein collectively called the “Borrowers” Incorporated, in their respective capacities as Joint Lead Arrangers and each individually, a “Borrower”)Joint Bookrunners. The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Polyone Corp)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Products Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Petroleum Inventory Locations Schedule E-2 Eligible Carriers Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 4.14 Intellectual Property Schedule 4.14 Leases Schedule 4.15 4.16 Deposit Accounts and Securities Accounts Schedule 4.17 4.18 Material Contracts Schedule 4.19 4.20 Permitted Indebtedness Schedule 4.30 Locations of Inventory and Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Reporting; Compliance Certificate Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28February 23, 2010, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPDELEK REFINING, LIMITEDINC., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSDELEK REFINING, INCLTD., a Delaware corporation Texas limited partnership (“Hampshire Designers”)Delek Refining” and, ITEM-EYEStogether with any other Person that may from time to time become a party hereto as a Borrower, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individuallyindividually each, a “BorrowerBorrower and collectively, “Borrowers”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Delek US Holdings, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations D-2 Data Center Leases Schedule F-1 Foreign Cash Equivalent Jurisdictions Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Q-1 Subsidiaries Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 2.7(a) Cash Management Banks Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization 4.4 Locations of Subsidiaries Inventory, Equipment and Account Records Schedule 4.6(a) States Jurisdictions of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Holdings’ Subscriptions, Options, Warrants, Calls Schedule 4.7(c) Subsidiaries of Holdings Schedule 4.9 Litigation Schedule 4.12 4.13 Environmental Matters Schedule 4.13 Intellectual Property 4.14(a) Patents, Trademarks and Copyrights Schedule 4.14 Leases Schedule 4.15 4.16 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted 4.18 Closing Date Indebtedness Schedule 4.30 Locations of Inventory 5.2 Collateral Reporting Schedule 5.1 5.3 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting 6.1 Indebtedness Schedule 6.6 Nature of Business 6.16 Inventory and Equipment with Bailees THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28December 8, 2010, 2008 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEFOOTHILL, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITEDSAVVIS COMMUNICATIONS CORPORATION, a Delaware Missouri corporation (“ParentBorrower”), and HAMPSHIRE DESIGNERSSAVVIS, INC., a Delaware corporation and sole owner of all of the Stock of Borrower (“Hampshire DesignersHoldings”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (SAVVIS, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 D-1 Form of Imported Goods Agreement Notice of Borrowing Exhibit J-1 Form of Joinder Exhibit L-1 Form of LIBOR SOFR Notice Exhibit P-1 Form of Perfection Certificate Exhibit P-2 Form of PIK Election Notice Exhibits T-1 to T-4 Forms of U.S. Tax Compliance Certificates Schedule A-1 Agent’s Account Schedule A-2 Revolving Agent’s Account Schedule A-3 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations P-1 Permitted Indebtedness Schedule P-1 P-2 Permitted Investments Schedule P-2 P-3 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Post-Closing Covenants Schedule 4.1(b) Capitalization of Loan Parties Schedule 4.1(c) Capitalization of Loan Parties’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.10 Employee Benefits Schedule 4.11 Environmental Matters Schedule 4.13 Intellectual Property 4.24 Location of Inventory Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 4.28 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into as of October 28June 17, 2010, 2024 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, TCW ASSET MANAGEMENT COMPANY LLC, a Delaware limited liability company, as administrative agent for each member of the Lenders Lender Group (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPWINGSPIRE CAPITAL LLC, LIMITEDas revolving agent for the Revolving Lenders (in such capacity, a Delaware corporation (together with its successors and assigns in such capacity, ParentRevolving Agent”), and HAMPSHIRE DESIGNERS, INCCOMTECH TELECOMMUNICATIONS CORP., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx XxxxxComtech”; Hampshire Designersand together with and those additional entities that hereafter become parties hereto as Borrowers in accordance with the terms hereof by executing the form of Joinder attached hereto as Exhibit J-1, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individuallyeach, a “Borrower” and individually and collectively, jointly and severally, the “Borrowers”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Comtech Telecommunications Corp /De/)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit C-2 Form of Credit Amount Certificate Exhibit I-1 Form of Imported Goods Agreement IP Reporting Certificate Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations I-1 Immaterial Subsidiaries Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28May 13, 20102014, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX WXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, CALLIDUS SOFTWARE INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Callidus Software Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Location of Inventory Locations and Farm Products Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices 4.3 Governmental Consents Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.10 Employee Benefits Schedule 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.23 Location of Inventory and Farm Products Schedule 4.26 Material Contracts Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28November 18, 20102015, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a Delaware corporation national banking association, as the sole arranger (in such capacity, together with its successors and assigns in such capacity, the ParentArranger”), XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as the sole book runner (in such capacity, together with its successors and HAMPSHIRE DESIGNERSassigns in such capacity, the “Book Runner”), INVENTURE FOODS, INC., a Delaware corporation (the Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-EyesParent Borrower”), and XXXXX XXXXXthe Subsidiaries of the Parent Borrower identified on the signature pages hereof (such Subsidiaries, LLCtogether with the Parent Borrower, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and referred to hereinafter each individually, individually as a “Borrower”, and individually and collectively, jointly and severally, as “Borrowers”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Inventure Foods, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit U-1 Form of Security Agreement Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations I-1 Immaterial Subsidiaries Schedule N-1 Non-Loan Party Subsidiaries Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule S-1 Significant Subsidiaries Schedule 1.1 Definitions Schedule 2.7(a) Cash Management Banks Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent 4.5 Locations of Inventory and Equipment Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a4.7(a) States of Organization Schedule 4.6(b4.7(b) Chief Executive Offices Schedule 4.6(c4.7(c) Organizational Identification Numbers Schedule 4.6(d4.7(d) Commercial Tort Claims Schedule 4.7(b4.8(b) Capitalization of Borrowers Schedule 4.8(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.10 Litigation Schedule 4.12 4.14 Environmental Matters Schedule 4.13 4.15 Intellectual Property Schedule 4.14 Leases Schedule 4.15 4.17 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 5.2 Collateral Reporting Schedule 5.1 5.3 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting 6.12 Investments Schedule 6.6 Nature of Business 6.13 Transactions with Affiliates THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28August 19, 2010, 2005 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, and ABLECO FINANCE LLC, a Delaware limited liability company, as the arranger, administrative agent for the Lenders and collateral agent for the Lender Group (in such capacitycapacities, together with its successors and assigns in such capacitycapacities, the “Agent”), HAMPSHIRE GROUP, LIMITEDand SITEL CORPORATION, a Delaware Minnesota corporation (“Parent”), and HAMPSHIRE DESIGNERSeach of Parent’s Subsidiaries identified on the signature pages hereof and that from time to time become parties to this Agreement (such Subsidiaries, INC.together with Parent, are referred to hereinafter each individually as a Delaware corporation (Hampshire DesignersBorrower), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXcollectively, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Sitel Corp)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 B-1(A) Form of US Borrowing Base Certificate Exhibit B-1(B) Form of Foreign Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit U-1 Form of US Security Agreement Schedule A-1 Administrative Agent’s Account Schedule A-2 Authorized Persons Canadian Administrative Agent’s Account Schedule A-3 European Administrative Agent’s Account Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations I-1 Immaterial Subsidiaries Schedule N-1 Non-Loan Party Subsidiaries Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule S-1 Significant Subsidiaries Schedule 1.1 Definitions Schedule 2.7(a) Cash Management Banks Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent 4.5 Locations of Inventory and Equipment Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a4.7(a) States of Organization Schedule 4.6(b4.7(b) Chief Executive Offices Schedule 4.6(c4.7(c) Organizational Identification Numbers Schedule 4.6(d4.7(d) Commercial Tort Claims Schedule 4.7(b4.8(b) Capitalization of Borrowers Schedule 4.8(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.10 Litigation Schedule 4.12 4.13 Employee Benefits Schedule 4.14 Environmental Matters Schedule 4.13 4.15 Intellectual Property Schedule 4.14 Leases Schedule 4.15 4.17 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 5.2 Collateral Reporting Schedule 5.1 5.3 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting 6.12 Investments Schedule 6.6 Nature of Business 6.13 Transactions with Affiliates THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28August 19, 2010, 2005 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assignsassigns and the Fronting Lender, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders), and XXXXX FARGO FOOTHILL, INC., a California corporation, as that term is hereinafter further defined)the arranger, XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Administrative Agent”), HAMPSHIRE GROUPEuropean administrative agent for the Lenders (in such capacity, LIMITEDtogether with its successors and assigns in such capacity, “European Administrative Agent”), collateral agent for the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”) and fronting lender for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Fronting Lender”), XXXXX FARGO FINANCIAL CORPORATION CANADA, a Delaware Nova Scotia unlimited liability company, as Canadian administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Canadian Administrative Agent”) and SITEL CORPORATION, a Minnesota corporation (“Parent”), and HAMPSHIRE DESIGNERSeach of Parent’s Subsidiaries identified on the signature pages hereof and that from time to time become parties to this Agreement (such Subsidiaries, INC.together with Parent, are referred to hereinafter each individually as a Delaware corporation (Hampshire DesignersBorrower), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXcollectively, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Sitel Corp)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate [Intentionally Omitted] Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Affiliate Transactions Schedule P-2 Permitted Liens Holders Schedule P-3 Permitted Art Dispositions Liens Schedule R-1 Real Property Collateral Schedule R-2 Space Leases Schedule 1.1 Definitions Schedule 3.1 2.7(a) Concentration Account Bank Schedule 2.7(b) Collection Account Banks Schedule 3.2 Conditions Precedent Schedule 3.6 Conditions Subsequent 4.5 Locations of Inventory and Equipment Schedule 4.1(b4.7(a) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States State of Organization of Parent Schedule 4.6(b4.7(b) Chief Executive Offices Schedule 4.6(c4.7(c) Organizational Identification Numbers Number of Parent Schedule 4.6(d4.7(d) Commercial Tort Claims Schedule 4.7(b4.8(b) Capitalization of Parent Schedule 4.8(c) States of Organization, Organizational Identification Numbers and Capitalization of Parent’s Subsidiaries Schedule 4.10 Litigation Schedule 4.12 4.14 Environmental Matters Schedule 4.13 4.15 Intellectual Property Schedule 4.14 Leases Schedule 4.15 4.17 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 4.20 Material Contracts Schedule 5.1 4.21 Suppliers Schedule 4.22 Margin Stock Schedule 4.23 Liquor Licenses Schedule 5.2 Collateral Reporting Schedule 5.3 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 6.15 Existing Bailees, Warehousemen and Similar Parties THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28August 5, 20102008, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBUCA FINANCING, LLC, a Delaware Florida limited liability company, as the administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPBUCA, LIMITEDINC., a Delaware Minnesota corporation (“Parent”), and HAMPSHIRE DESIGNERSeach of Parent’s Subsidiaries identified on the signature pages hereof (such Subsidiaries, INC.together with Parent, are referred to hereinafter each individually as a Delaware corporation (Hampshire DesignersBorrower), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXindividually and collectively, LLCjointly and severally, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Buca Inc /Mn)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice D Budget Schedule A-1 Administrative Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Intentionally Omitted Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Post-Closing Items Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a4.1(d) States Subscriptions, Options, Warrants, Calls Schedule 4.6 Litigation Schedule 4.8 Material Adverse Effect Schedule 4.11 Environmental Matters Schedule 4.14 Permitted Indebtedness Schedule 4.20 Material Contracts Schedule 4.24 Location of Organization Equipment Schedule 4.6(b) 4.26 Immaterial Subsidiaries Schedule 5.14 List of Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting 5.19 Milestones Schedule 6.6 6.5 Nature of Business DEBTOR-IN-POSSESSION TERM LOAN CREDIT AGREEMENT THIS DEBTOR-IN-POSSESSION TERM LOAN CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28April 30, 20102017, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEWILMINGTON SAVINGS FUND SOCIETY, LLC, a Delaware limited liability companyFSB, as administrative agent for each member of the Lenders Lender Group (in such capacity, together with its successors and assigns in such capacity, “Administrative Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSNUVERRA ENVIRONMENTAL SOLUTIONS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Nuverra Environmental Solutions, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit J-1 Form of Joinder Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent [Schedule 3.6 Conditions Subsequent Subsequent] Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.10 Employee Benefits Schedule 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 6.10 Transactions with Affiliates THIS CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into as of October 28, 2010, 2017 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a Delaware corporation national banking association, as sole lead arranger (in such capacity, together with its successors and assigns in such capacity, the ParentSole Lead Arranger”), and HAMPSHIRE DESIGNERSXXXXX FARGO BANK, INC.NATIONAL ASSOCIATION, a Delaware corporation national banking association, as sole book runner (in such capacity, together with its successors and assigns in such capacity, the Hampshire DesignersSole Book Runner”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXRNGR ENERGY SERVICES, LLC, a Delaware limited liability company (“Xxxxx XxxxxParent), RANGER ENERGY SERVICES, LLC, a Delaware limited liability company (“Ranger”), TORRENT ENERGY SERVICES, LLC, a Delaware limited liability company (“Torrent”), RANGER ENERGY LEASING, LLC, a Delaware limited liability company (“Leasing”); Hampshire DesignersRANGER ENERGY PROPERTIES, Item-Eyes LLC, a Delaware limited liability company (“Properties”); ACADEMY OILFIELD RENTALS, LLC, a Delaware limited liability company (“Academy”); RANGER ENERGY EQUIPMENT, LLC, a Delaware limited liability company (“Equipment”); and Xxxxx Xxxxx are herein collectively called those additional entities (the “Additional Borrowers”) that hereafter become parties hereto as Borrowers in accordance with the terms hereof by executing the form of Joinder attached hereto as Exhibit J-1 (each of Parent, Ranger, Torrent, Leasing, Properties, Academy, Equipment and each individuallyAdditional Borrower, a “Borrower” and individually and collectively, jointly and severally, the “Borrowers”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Ranger Energy Services, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate (Prior to Borrowing Base Trigger Date) Exhibit B-2 Form of Borrowing Base Certificate (On and After Borrowing Base Trigger Date) Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s 's Account Schedule A-2 Authorized Persons Schedule C-1 Revolver Commitments Schedule D-1 Canadian Designated Account Schedule E-1 Eligible Inventory Locations D-2 US Designated Account Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Specified Permitted Art Dispositions Indebtedness Schedule R-1 Real Property Collateral P-4 Non-Core Assets Schedule P-5 Existing Letters of Credit Schedule P-6 Permitted Holders Schedule P-7 Permitted Intercompany Advances Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Parent Schedule 4.1(c) Capitalization of Parent's Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.7 Litigation Schedule 4.11 Employee Benefits Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 4.28 Locations of Inventory Schedule 4.29 Existing Obligations Pertaining to Acquisitions Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this "Agreement"), is entered into as of October 2823, 20102009, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a "Lender”, " and collectively as that term is hereinafter further definedthe "Lenders"), XXXXX FARGO CAPITAL FINANCEFOOTHILL, LLC, a Delaware limited liability company, as the agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, "Agent"), HAMPSHIRE GROUP, LIMITEDMDC PARTNERS INC., a Delaware Canadian corporation ("Parent"), and HAMPSHIRE DESIGNERS, MAXXCOM INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”"Borrower"), and XXXXX XXXXXfor purposes of Sections 4, LLC5, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers6 and 16 of this Agreement, Item-Eyes and Xxxxx Xxxxx are herein collectively called each of the “Borrowers” and each individually, a “Borrower”)Subsidiaries of Parent identified on the signature pages hereof. The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (MDC Partners Inc)

Exhibits and Schedules. Exhibit A-1 A Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Opinion of Counsel -- General Counsel of Belo Corp. Exhibit C-1 B-2 Form of Compliance Certificate Opinion of Counsel -- Xxxxxx, Xxxx & Xxxxxxxx Exhibit I-1 B-3 Form of Imported Goods Agreement Exhibit L-1 Form Opinion of LIBOR Notice Regulatory Counsel -- Wiley, Rein & Fielding Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 2.01 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 3.06 Litigation, Labor and Environmental Matters Schedule 4.13 Intellectual Property 6.01 Liens Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS 6.05 Subordinated Debt CREDIT AGREEMENT dated as of November 29, 2001, among BELO CORP., the LENDERS party hereto, JPMORGAN CHASE BANK, a New York banking corporation (this “Agreement”"Chase"), is entered into as of October 28, 2010, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders Administrative Agent (in such capacity, together with its successors the "Administrative Agent") and assigns as Competitive Advance Facility Agent (in such capacity, the "CAF Agent"; and, together with the Administrative Agent, the "Agents"), HAMPSHIRE GROUPBANK OF AMERICA, LIMITED, a Delaware corporation N.A. (“Parent”"BofA"), FLEET NATIONAL BANK and HAMPSHIRE DESIGNERSTHE BANK OF NEW YORK, INC.as Co-Syndication Agents, a Delaware corporation (“Hampshire Designers”)BNP PARIBAS, ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”)as Documentation Agent, and XXXXX XXXXXTHE FUJI BANK, LLCLIMITED and SUNTRUST BANK, a Delaware limited liability company as Senior Managing Agents. The Borrower (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” such term and each individually, other capitalized term used and not otherwise defined herein having the meaning assigned to it in Article I) has requested the Lenders to extend credit to enable the Borrower to borrow on a “Borrower”)revolving credit basis on and after the date hereof and at any time and from time to time prior to the Maturity Date. The Borrower has also requested the Lenders to establish procedures pursuant to which the Borrower may invite the Lenders to bid on an uncommitted basis on short-term borrowings by the Borrower maturing on or prior to the Maturity Date. The proceeds of borrowings hereunder are to be used for general corporate purposes, including acquisitions, stock repurchases, commercial paper backup and the funding of working capital requirements. The Lenders are willing to extend such credit to the Borrower on the terms and subject to the conditions herein set forth. Accordingly, the parties hereto agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Belo Corp)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Intercreditor Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Holders Schedule P-2 P-2* Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 R-1* Real Property Collateral Schedule 1.1 Definitions Schedule 2.7(a) * Cash Management Banks Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent 4.5* Locations of Inventory and Equipment Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) 4.7* States of Organization Schedule 4.6(b) Organization; Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Numbers; Commercial Tort Claims Schedule 4.7(b4.8(b) * Capitalization of Borrowers Schedule 4.8(c) * Capitalization of Borrowers’ Subsidiaries Schedule 4.10* Litigation Schedule 4.12 4.14* Environmental Matters Schedule 4.13 4.15* Intellectual Property Schedule 4.14 Leases Schedule 4.15 4.17* Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 4.19* Permitted Indebtedness Schedule 4.30 Locations of Inventory 4.20* Licenses and Permits Schedule 5.1 5.2 Collateral Reporting Schedule 5.2 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature * Registrants agree to furnish supplementally a copy of Business THIS CREDIT the omitted schedules to the Securities Exchange Commission upon its request. This ASSIGNMENT AND ACCEPTANCE AGREEMENT (this Assignment Agreement”), ) is entered into as of October 28, 2010, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation between (“ParentAssignor), ) and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “BorrowerAssignee”). The parties agree as follows:Reference is made to the Agreement described in Annex I hereto (the “Credit Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Credit Agreement.

Appears in 1 contract

Samples: Credit Agreement (Oasis Interval Ownership, LLC)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Letter Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s 's Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule E-3 Eligible Equipment Locations Schedule E-4 Eligible Real Property Schedule L-1 Legal Description Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower's Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.11 Employee Benefits Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory and Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this "Agreement"), is entered into as of October 28March 31, 20102011, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a "Lender", as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, "Agent"), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSXXXXXXX INDUSTRIES, INC., a Delaware an Indiana corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “"Borrower"). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Patrick Industries Inc)

Exhibits and Schedules. EXHIBITS Exhibit A-1 - Form of Revolving Credit Note Exhibit A-2 - Form of Term Note Exhibit B-1 - Form of Notice of Revolving Credit Loan Borrowing Exhibit B-2 - Form of Term Loan Borrowing Exhibit C - Form of Notice of Account Designation Exhibit D - Form of Notice of Prepayment Exhibit E - Form of Notice of Conversion/Continuation Exhibit F - Form of Officer's Compliance Certificate Exhibit G - Form of Assignment and Acceptance Exhibit B-1 H - Form of Borrowing Base Certificate Security Agreement Exhibit C-1 I-1 - Form of Compliance Certificate Investor Pledge Agreement Exhibit I-1 I-2 - Form of Imported Goods Borrower Pledge Agreement Exhibit L-1 J - Form of LIBOR Notice Joinder Agreement Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 1.1(a) - Lenders and Commitments Schedule D-1 Designated Account 1.1(b) - Recapitalization Documents Schedule E-1 Eligible Inventory Locations 1.1(c) - Advent Purchasers Schedule P-1 Permitted Investments 5.12 - Sources and Uses of Recapitalization Schedule P-2 Permitted Liens 7.1(a) - Jurisdictions of Organization and Qualification Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b7.1(b) - Subsidiaries and Capitalization Schedule 4.1(c7.1(g) Capitalization of Subsidiaries - Intellectual Property Matters Schedule 4.6(a7.1(h) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 - Environmental Matters Schedule 4.13 Intellectual Property 7.1(i) - ERISA Plans Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 7.1(l) - Material Contracts Schedule 4.19 Permitted Indebtedness 7.1(m) - Labor and Collective Bargaining Agreements Schedule 4.30 Locations 7.1(r) - List of Inventory Real Property Schedule 5.1 Financial Statements7.1(t) - Debt and Guaranty Obligations Schedule 7.1(u) - Litigation Schedule 11.3 - Existing Liens Schedule 11.4 - Existing Loans, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS Advances and Investments CREDIT AGREEMENT (this “Agreement”)CREDIT AGREEMENT, is entered into dated as of October 28the 5th day of February, 20101999, by and among DE&S HOLDING CO., a Pennsylvania corporation (the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined"Parent"), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSDOLLAR EXPRESS, INC., a Delaware Pennsylvania corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”the "Company"), and XXXXX XXXXXany other Subsidiaries of the Parent joined to this Agreement (together with the Company, LLCthe "Subsidiary Borrowers", and together with the Parent and the Company, the "Borrowers"), the Lenders who are or may become a Delaware limited liability company party to this Agreement (“Xxxxx Xxxxx”; Hampshire Designersthe "Lenders"), Item-Eyes FIRST UNION NATIONAL BANK, as Administrative Agent for the Lenders (the "Administrative Agent"), and Xxxxx Xxxxx are herein collectively called BANKBOSTON, N.A., as Syndication Agent for the “Borrowers” and each individually, a “Borrower”Lenders (the "Syndication Agent"). The parties agree as follows:.

Appears in 1 contract

Samples: Credit Agreement (Dollar Express Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Letter Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s 's Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments E-2 Existing Letters of Credit Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral I-1 Immaterial Subsidiaries Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b4.3 Certain Authorizations Schedule 4.6 Disclosed Litigation Schedule 4.8(b) Capitalization Existing Liens Schedule 4.1(c4.8(c) Capitalization of Subsidiaries Real Property Collateral Schedule 4.6(a4.8(d) States of Organization Leased Real Property Schedule 4.6(b4.8(e) Chief Executive Offices Existing Investments Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d4.8(f) Commercial Tort Claims Schedule 4.7(b) Litigation 4.9 Environmental Claims Schedule 4.12 Environmental 4.13 Subsidiaries and Other Equity Investments; Loan Parties Schedule 4.17 Intellectual Property Matters Schedule 4.13 Intellectual Property 4.20 Labor Matters Schedule 4.14 Leases Schedule 4.15 Deposit Accounts 4.22 Deposit, Disbursement and Securities Accounts Schedule 4.17 4.23 Government Contracts Schedule 4.25 Bonding Licenses Schedule 4.26 Material Contracts Schedule 4.19 Permitted 4.29 Existing Indebtedness Schedule 4.30 4.35 Locations of Inventory and Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 5.12 Guarantors Schedule 5.23 Chief Executive Offices Schedule 6.1 Certain Customs Matters Schedule 6.9 Burdensome Agreements THIS CREDIT AGREEMENT (this “AGREEMENT(this "Agreement"), is entered into as of October 28December 17, 2010, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a "Lender", as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, "Agent"), HAMPSHIRE GROUPNEW REMY HOLDCO CORP. (after giving effect to the Second Amendment Closing Date Transaction), LIMITEDas Parent ("Parent"), REMY HOLDINGS, INC. (f/k/a Remy International, Inc., a Delaware corporation) ("Remy Holdings"), WESTERN REMAN INDUSTRIAL, INC., an Indiana corporation (“Parent”"Western Reman Inc."), and HAMPSHIRE DESIGNERSPOWER INVESTMENTS, INC., an Indiana corporation("Power Investments"), REMY ELECTRIC MOTORS, L.L.C., a Virginia limited liability company ("Remy Electric"), REMAN HOLDINGS, L.L.C., a Delaware limited liability company ("Reman Holdings"), REMY INDIA HOLDINGS, INC., a Delaware corporation (“Hampshire Designers”"Remy India"), ITEM-EYESREMY TECHNOLOGIES, L.L.C., a Delaware limited liability company ("Remy Technologies"), REMY KOREA HOLDINGS, L.L.C., a Delaware limited liability company ("Remy Korea"), REMY INC., a Delaware corporation ("Remy Inc."), REMY INTERNATIONAL HOLDINGS, INC., a Delaware corporation (“Item-Eyes”"Remy International Holdings"), and XXXXX XXXXXREMY POWER PRODUCTS, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers"Remy Power"), Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individuallyREMY USA INDUSTRIES, L.L.C., a Delaware limited liability company ("Remy USA") and WORLD WIDE AUTOMOTIVE, L.L.C., a Virginia limited liability company ("World Wide Automotive"; together with Remy International, Western Reman Inc., Power Investments, Remy Electric, Reman Holdings, Remy India, Remy Technologies, Remy Korea, Remy Inc., Remy International Holdings, and Remy Power, are referred to hereinafter each individually as a "Borrower", and individually and collectively, jointly and severally, as the "Borrowers"). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Remy International, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Intercreditor Agreement Exhibit L-1 Form of LIBOR Notice Exhibit S-1 Form of Subordination Agreement Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations P-1 Permitted Holders Schedule P-1 P-2 Permitted Investments Schedule P-2 P-3 Permitted Liens Schedule P-3 P-4 Permitted Art Dispositions Schedule P-5 Permitted Joint Ventures Schedule R-1 Real Property Collateral Schedule U-1 Agent’s Account Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Loan Parties’ Subsidiaries Schedule 4.1(d) Subscriptions, Options, Warrants and Calls Schedule 4.6(a) States Jurisdictions of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b4.7 Litigation Schedule 4.11(a) Litigation U.S. Employee Benefits Schedule 4.11(b) Canadian Employee Benefits Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 4.20 Existing Tax Liabilities Schedule 4.24 BB Holdings Schedule 4.29 Locations of Inventory and Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 5.5 Taxes Schedule 5.15 Immaterial Locations of Inventory and Equipment Schedule 6.6 Nature of Business THIS SENIOR TERM LOAN CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28November 18, 20102008, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEFOOTHILL, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXBUMBLE BEE FOODS, LLC, a Delaware limited liability company (“Xxxxx XxxxxBorrower; Hampshire Designers, Item-Eyes ) and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually3231021 NOVA SCOTIA COMPANY, a Nova Scotia unlimited company (Borrower3231021”). The parties agree as follows:

Appears in 1 contract

Samples: Senior Term Loan Credit Agreement (Bumble Bee Capital Corp.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Locations of Borrowing Base Inventory Locations and Equipment Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.24 Location of Inventory Schedule 4.26 Real Estate Schedule 4.27 Insurance Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October June 28, 20102016, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCETPG SPECIALTY LENDING, LLCINC., a Delaware limited liability companycorporation (“TSL”), as administrative agent for each member of the Lenders Lender Group (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPTSL, LIMITEDas sole lead arranger (in such capacity, together with its successors and assigns in such capacity, the “Sole Lead Arranger”), POWER SOLUTIONS INTERNATIONAL, INC., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSPROFESSIONAL POWER PRODUCTS, INC., a Delaware an Illinois corporation (“Hampshire DesignersPPPI”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXPOWERTRAIN INTEGRATION ACQUISITION, LLC, a Delaware an Illinois limited liability company (“Xxxxx XxxxxPIA; Hampshire Designers), ItemBI-Eyes PHASE TECHNOLOGIES, LLC, a Minnesota limited liability company (“BPT”), and Xxxxx Xxxxx the other Persons from time to time party hereto as borrowers (such Persons together with Parent, PPPI, PIA and BPT, are herein collectively called the “Borrowers” and referred to hereinafter each individually, individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”). The parties agree as follows:.

Appears in 1 contract

Samples: Credit Agreement (Power Solutions International, Inc.)

Exhibits and Schedules. Exhibit A-1 A Form of Loan Request Exhibit B Form of Compliance Certificate Exhibit C Form of Assignment and Acceptance Exhibit B-1 D Form of Borrowing Base Certificate Exhibit C-1 Form Swing Line Loan Request Schedule 1 Lenders Schedule 3.8 Transitional Letters of Credit Schedule 5.3 Title to Properties, Leases Schedule 5.7 Litigation Schedule 5.11 Employee Benefit Plans Schedule 5.13 Environmental Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account 5.15(a) Subsidiaries Schedule A-2 Authorized Persons 5.15(b) Joint Ventures and Partnerships Schedule C-1 Commitments 5.16 Tax Payer Identification Number Schedule D-1 Designated Account 7.1 Existing Indebtedness Schedule E-1 Eligible Inventory Locations 7.2 Existing Liens Schedule P-1 Permitted 7.3 Existing Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b18 Notices 82607596_8.docx This CREDIT AGREEMENT, dated as of November 22, 2016, is by and among (a) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial StatementsSTAPLES, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT INC. (this the AgreementBorrower”), is entered into as a Delaware corporation having its principal place of October 28business at 000 Xxxxxxx Xxxxx, 2010Xxxxxxxxxx, by XX 00000, (b) BANK OF AMERICA, N.A. and among the lenders identified other lending institutions listed on Schedule 1 attached hereto (collectively, the signature pages hereof “Lenders”), (each of such lendersc) BANK OF AMERICA, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”N.A., as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the Administrative Agent”)) for the Lenders, HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”)as the lender of Swing Line Loans, and HAMPSHIRE DESIGNERSas an Issuing Bank, INC.and (d) BARCLAYS BANK PLC, a Delaware corporation (“Hampshire Designers”)HSBC BANK USA, ITEM-EYESNATIONAL ASSOCIATION, INC.MUFG UNION BANK, a Delaware corporation (“Item-Eyes”)N.A., and XXXXX XXXXXFARGO BANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability company as co-syndication agents for the Lenders (“Xxxxx Xxxxx”; Hampshire Designerscollectively, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” Co-Syndication Agents”) and each individually, a “Borrower”). The parties agree as follows:Issuing Banks.

Appears in 1 contract

Samples: Credit Agreement (Staples Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(bEXHIBIT A — LIST OF FACILITIES EXHIBIT B — LEGAL DESCRIPTIONS EXHIBIT C — FORM OF OFFICER’S CERTIFICATE EXHIBIT D — GAMING LICENSES EXHIBIT E — FORM OF GUARANTY EXHIBIT F-1 — FORM OF NONDISTURBANCE AND ATTORNMENT AGREEMENT EXHIBIT F-2 — FORM OF SUBORDINATION, NONDISTURBANCE AND ATTORNMENT AGREEMENT EXHIBIT G — FORM OF MEMORANDUM OF LEASE EXHIBIT H — FINANCIAL COVENANTS COMPLIANCE REPORT EXHIBIT I — INTELLECTUAL PROPERTY LICENSE AGREEMENT SCHEDULE 1 — EXCLUDED ASSETS SCHEDULE 2 — PARK MGM TENANT CAPITAL IMPROVEMENTS SCHEDULE 3 — ORIGINAL COMMENCEMENT DATE OF EACH FACILITY SCHEDULE 4 — NDOT CONDEMNATION SCHEDULE 5 — EXISTING MANAGEMENT AGREEMENTS SCHEDULE 6 — LANDLORD COOPERATION MATTERS SCHEDULE 7 — SPECIFIED EASEMENTS AND OTHER AGREEMENTS This AMENDED AND RESTATED MASTER LEASE (the “Master Lease”) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28the 29th day of April, 20102022 (the “Commencement Date”), by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXbetween MGP Lessor, LLC, a Delaware limited liability company (together with its permitted successors and assigns, Xxxxx XxxxxLandlord; Hampshire Designers), Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individuallyMGM Lessee, LLC, a Delaware limited liability company (together with its permitted successors and assigns, BorrowerTenant”). The parties agree as follows:.

Appears in 1 contract

Samples: Master Lease (VICI Properties L.P.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Certificate of Representations and Warranties of Officers Schedule A-1 Agent’s 's Account Schedule A-2 Authorized Persons Schedule A-3 Insurance Companies Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower's Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business Schedule R-1 Real Property Collateral THIS CREDIT AGREEMENT (this "Agreement"), is entered into as of October 28July 2, 20102012, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a "Lender", as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, "Agent"), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a Delaware corporation national banking association, as lead arranger (“Parent”in such capacity, together with its successors and assigns in such capacity, the "Lead Arranger"), XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as sole book runner (in such capacity, together with its successors and assigns in such capacity, the "Sole Book Runner"), and HAMPSHIRE DESIGNERSPROS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “"Borrower"). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (PROS Holdings, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Existing Credit Facilities Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Legal Predecessors of Borrowers Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(a) Litigation – Material Adverse Change Schedule 4.7(b) Litigation Schedule 4.11 Employee Benefits Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory and Equipment Schedule 4.31 ERISA Matters Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business Schedule 6.12 Agreements – Transactions with Affiliates BN 7606151v3 DRAFT 4/3/17 -1- THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28June 18, 20102013, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITEDXXXX XXXXXX HOLDINGS CORP., a Delaware corporation (“Parent”)) and the Subsidiaries of Parent identified on the signature pages hereof (such Subsidiaries, and HAMPSHIRE DESIGNERStogether with Parent, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and referred to hereinafter each individually, individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”). The parties agree as follows:.

Appears in 1 contract

Samples: Credit Agreement (Jack Cooper Holdings Corp.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Letter Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 G-1 Form of Imported Goods Agreement Guaranty Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s 's Account Schedule A-2 Authorized Persons Schedule Schedue C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations E-2 Existing Letters of Credit Schedule P-1 Permitted Investments Indebtedness Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Transactions with Affiliates Schedule R-1 Real Property Collateral P-4 Permitted Contingent Obligations Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.7 Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 4.27 Locations of Inventory and Equipment Schedule 4.29 Surety Obligations Schedule 4.30 Restrictive Agreements Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), ) is entered into as of October 28July 13, 20102011, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPand together with Xxxxxxx Lynch, LIMITEDPierce, Xxxxxx & Xxxxx Incorporated, a Delaware corporation corporation, as joint lead arrangers (the ParentLead Arrangers”) and as joint bookrunners (the “Bookrunners”), and HAMPSHIRE DESIGNERSBank of America, INC.N.A., a Delaware corporation national banking association, as syndication agent (the Hampshire DesignersSyndication Agent”), ITEM-EYES, INC.U.S. Bank National Association, a Delaware corporation national banking association, as documentation agent (the Item-EyesDocumentation Agent”), and XXXXX XXXXXBoise Cascade, LLCL.L.C., a Delaware limited liability company (“Xxxxx XxxxxBoise Cascade”), Boise Cascade Building Materials Distribution, L.L.C., a Delaware limited liability company (“Boise Materials Distribution”), and Boise Cascade Wood Products, L.L.C., a Delaware limited liability company (“Boise Wood Products”; Hampshire Designerstogether with Boise Cascade and Boise Materials Distribution, Item-Eyes are referred to hereinafter each individually as a “Borrower”, and Xxxxx Xxxxx are herein collectively called individually and collectively, jointly and severally, as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Boise Cascade Holdings, L.L.C.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 J-1 Form of Imported Goods Agreement Joinder Exhibit L-1 P-1 Form of LIBOR Perfection Certificate Exhibit S-1 Form of Term SOFR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property 4.14 Permitted Indebtedness Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 4.24 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.25 Location of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into as of October 2829, 2010, 2020 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX WXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPTESSCO TECHNOLOGIES, LIMITEDINCORPORATED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSTESSCO INCORPORATED, a Delaware corporation (“Tessco”), GW SERVICE SOLUTIONS, INC., a Delaware corporation (“Hampshire DesignersGW”), ITEM-EYESTESSCO SERVICE SOLUTIONS, INC., a Delaware corporation (“Item-EyesService)) and TCPM, and XXXXX XXXXX, LLCINC., a Delaware limited liability company corporation (“Xxxxx XxxxxTCPM”; Hampshire Designerstogether with TESSCO, Item-Eyes GW, SERVICE and Xxxxx Xxxxx and those additional Persons that are herein collectively called joined as a party hereto by executing the “Borrowers” and each individuallyform of Jxxxxxx attached hereto as Exhibit J-1 (each, a “Borrower” and individually and collectively, jointly and severally, the “Borrowers”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Tessco Technologies Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Cash Management Instructions Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Holders Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 2.6(a) Cash Management Banks Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent 4.5 Locations of Inventory Schedule 4.1(b4.7(a) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States Jurisdictions of Organization Schedule 4.6(b4.7(b) Chief Executive Offices Schedule 4.6(c4.7(c) Organizational Identification Numbers Schedule 4.6(d4.8(b) Commercial Tort Claims Capitalization of Borrower Schedule 4.7(b4.8(c) Capitalization of Borrower’s Subsidiaries Schedule 4.8(d) Subscriptions, Options, Warrants and Call Rights of Guarantors’ Shares Schedule 4.10 Litigation Schedule 4.12 4.13 Employee Benefits Schedule 4.14 Environmental Matters Schedule 4.13 4.15 Intellectual Property Schedule 4.14 Leases Schedule 4.15 4.17 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 4.20 Material Contracts Schedule 5.1 5.2 Collateral Reporting Schedule 5.3 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28March 5, 20102008, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEFOOTHILL CANADA ULC, LLC, a Delaware limited liability companyan unlimited corporation existing under the laws of Alberta, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITEDand DIALOGIC CORPORATION, a Delaware British Columbia corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Dialogic Inc.)

Exhibits and Schedules. Exhibit A-1 1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Interim Order Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations P-1 Permitted Intercompany Advances Schedule P-1 P-2 Permitted Holders Schedule P-3 Permitted Investments Schedule P-2 P-4 Permitted Liens Schedule P-3 Permitted Art Dispositions T-1 Tax Settlement Agreements Schedule R-1 Real T-2 Term Loan Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 4.21 Leased Real Property Schedule 4.27 Material Contracts Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS Schedule 6.10 Transactions with Affiliates Schedule 8.21 Sale Transaction Milestones CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28November 7, 20102018, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE PROMISE HEALTHCARE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx XxxxxParent; Hampshire Designers), Item-Eyes the Subsidiaries of Parent identified as Guarantors on the signature pages hereof (such Subsidiaries, together with Parent, are referred to hereinafter each individually as a “Guarantor” and Xxxxx Xxxxx are herein collectively called individually and collectively, jointly and severally, as the “Borrowers” Guarantors”), and the Subsidiaries of Parent identified as Borrowers on the signature pages hereof (such Subsidiaries are referred to hereinafter each individually, individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”). The parties agree as follows:.

Appears in 1 contract

Samples: Senior Secured, Priming and Superpriority Debtor in Possession Credit Agreement

Exhibits and Schedules. EXHIBITS Exhibit A-1 A - Land Exhibit B - Form of Term Note Exhibit C - Form of Notice of Borrowing Exhibit D - Form of Notice of Account Designation Exhibit E - Form of Notice of Prepayment Exhibit F - Form of Notice of Conversion/Continuation Exhibit G - Form of Assignment and Acceptance Exhibit B-1 H - Form of Borrowing Base Certificate Guaranty Agreement Exhibit C-1 I - Form of Officer's Compliance Certificate Exhibit I-1 J - Form of Imported Goods Security Agreement Exhibit L-1 K - Form of LIBOR Notice Pledge Agreement Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 1.1(a) - Lenders and Commitments Schedule D-1 Designated Account 1.1(b) - Guarantors Schedule E-1 Eligible Inventory Locations 1.1(c) - Related Credit Documents Schedule P-1 Permitted Investments 1.1(d) - Related Guaranty Agreements Schedule P-2 Permitted Liens 1.1(e) - Approved Adjustments to EBITDA Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b5.1(b) - Capitalization Schedule 4.1(c5.1(l) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 - Material Contracts Schedule 4.19 5.1(t) - Debt and Guaranty Obligations Schedule 5.1(u) - Litigation Schedule 9.8 - Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial StatementsTransactions With Affiliates AMENDED AND RESTATED LOAN AGREEMENT AMENDED AND RESTATED LOAN AGREEMENT, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into dated as of October 28the 27th day of July, 20102001, by and among the lenders identified on the signature pages hereof (each of such lendersMEDCATH OF LITTLE ROCK, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLCL.L.C., a Delaware North Carolina limited liability company, as agent Borrower, the lenders who are or may become a party to this Agreement, as Lenders, BANK OF AMERICA, N.A., as Administrative Agent for the Lenders (in such capacityLenders, together with its successors and assigns in such capacityBANKERS TRUST COMPANY, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”)as Syndication Agent for the Lenders, and HAMPSHIRE DESIGNERSFIRST UNION NATIONAL BANK, INCas Documentation Agent., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Loan Agreement (Medcath Corp)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations P-1 Permitted Holders Schedule P-1 P-2 Permitted Investments Schedule P-2 P-3 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 2.4(c) Exceptions to Mandatory Prepayments for certain Stock Issuances Schedule 2.7(a) Cash Management Banks Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent 4.5 Locations of Equipment Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a4.7(a) States of Organization Schedule 4.6(b4.7(b) Chief Executive Offices Schedule 4.6(c4.7(c) Organizational Identification Numbers Schedule 4.6(d4.7(d) Commercial Tort Claims Schedule 4.7(b4.8(b) Capitalization of Borrowers Schedule 4.8(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.8(d) Jurisdiction of Formation of Borrowers’ Subsidiaries Schedule 4.10 Litigation Schedule 4.12 4.13 Employee Benefits Schedule 4.14 Environmental Matters Schedule 4.13 4.15 Intellectual Property Schedule 4.14 Leases Schedule 4.15 4.17 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 4.20 Material Contracts Schedule 5.1 5.2 Collateral Reporting Schedule 5.3 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28August 11, 20102006, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEFOOTHILL, LLCINC., a Delaware limited liability companyCalifornia corporation, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPSOFTBRANDS, LIMITEDINC., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSParent’s Subsidiaries identified on the signature pages hereof (such Subsidiaries, INC.together with Parent, are referred to hereinafter each individually as a Delaware corporation (Hampshire DesignersBorrower), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXindividually and collectively, LLCjointly and severally, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (SoftBrands, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit J-1 Form of Joinder Exhibit P-1 Form of Perfection Certificate Exhibit S-1 Form of SOFR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations EBITDA Add-backs Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Joint Ventures Schedule P-3 Permitted Art Dispositions Liens Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Permitted Indebtedness Schedule 4.15 Deposit Accounts Taxes Schedule 4.18 Privacy and Securities Accounts Information Security Schedule 4.17 4.23 Material Contracts Schedule 4.19 Permitted Indebtedness 4.24 Convertible Notes Documents Schedule 4.30 Locations of Inventory 4.26(c) Health Care Matters Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business Schedule 6.13 Permitted Joint Venture Activities LEGAL_US_W # 114834644.8114834644.17 THIS CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into as of October 28March 9, 20102017, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPSHARECARE, LIMITEDINC., a Delaware corporation (“Holdings”), SHARECARE OPERATING COMPANY, INC. (formerly known as Sharecare, Inc.), a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (the Subsidiaries of Parent identified on the signature pages hereof as Hampshire DesignersBorrowers), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXthose additional entities that hereafter become parties hereto as Borrowers in accordance with the terms hereof by executing the form of Joinder attached hereto as Exhibit J-1 (such Subsidiaries, LLCtogether with Parent, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individuallyeach, a “Borrower” and individually and collectively, jointly and severally, the “Borrowers”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Sharecare, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory and Eligible Equipment Locations Schedule E-2 Exiting Letters of Credit Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Joint Venture Acquisition Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.7 Litigation Schedule 4.11 Benefit Plans Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory and Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business The registrants agree to furnish supplementally a copy of any omitted exhibit or schedule to the Securities and Exchange Commission upon request. THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28August 13, 20102009, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEFOOTHILL, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITEDSTANADYNE INTERMEDIATE HOLDING CORP., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC.STANADYNE CORPORATION, a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Stanadyne Holdings, Inc.)

Exhibits and Schedules. Exhibit A-1 A Form of Notice of Advance Exhibit B Form of Notice of Conversion Continuation Exhibit C Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 D Form of Compliance Certificate Exhibit I-1 E-1 Form of Imported Goods Revolving Note Exhibit E-2 Form of Term Note Exhibit F Form of Collateral Access Agreement Exhibit L-1 G Form of LIBOR Notice Solvency Certificate Schedule A-1 A Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 C Commitments Schedule D-1 D Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Parent’s Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.7 Litigation Schedule 4.12 Environmental Matters Schedule 4.13 4.13(b) Registered Intellectual Property Schedule 4.14 Leases 4.13(c) Intellectual Property Licenses Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 4.18 Permitted Indebtedness Schedule 4.30 Locations of Inventory 4.19 Taxes Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 5.15 Post-Closing Matters Schedule 6.12 Transactions with Affiliates THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28August 13, 20102018, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as the administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPjoint lead arranger and joint bookrunner, LIMITEDTC LENDING, LLC, as joint lead arranger and joint bookrunner, LEGALAPP HOLDINGS, INC., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSINTEGRATION APPLIANCE, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-EyesBorrower”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:Guarantors from time to time party hereto.

Appears in 1 contract

Samples: Credit Agreement (Intapp, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Joinder Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Exhibit S-1 Form of Solvency Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Existing Letters of Credit Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) 4.17 Capitalization Schedule 4.1(c) Capitalization of and Subsidiaries Schedule 4.6(a) States 4.25 Location of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts Inventory, Equipment and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Rolling Stock Schedule 5.2 Collateral Reporting Schedule 5.17 Location of Chief Executive Offices Schedule 6.1 Existing Indebtedness Schedule 6.2 Existing Liens Schedule 6.6 Nature of Business Existing Investments Schedule 6.7(v) Contemplated Dispositions Schedule 6.8 Transactions with Affiliates THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October January 28, 20102021, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”) and as sole lead arranger and sole bookrunner (the “Lead Arranger”), HAMPSHIRE GROUP, XXXXX FARGO CAPITAL FINANCE (UK) LIMITED, a Delaware corporation private limited company incorporated and registered under the laws of England and Wales with company number 02656007, as security agent and trustee for the Secured Parties (as defined below) (in such capacity, together with its successors and assigns in such capacity, ParentUK Security Agent”), and HAMPSHIRE DESIGNERS, INCINDUSTREA ACQUISITION CORP., a Delaware corporation (“Hampshire DesignersIndustrea”), ITEM-EYESCONCRETE PUMPING HOLDINGS, INC. (FORMERLY KNOWN AS CONCRETE PUMPING HOLDINGS ACQUISITION CORP.), a Delaware corporation (“Holdings”), CONCRETE PUMPING INTERMEDIATE ACQUISITION CORP., a Delaware corporation (“Item-EyesIntermediate Holdings”), and XXXXX XXXXXCONCRETE PUMPING INTERMEDIATE HOLDINGS, LLC, a Delaware limited liability company (“Xxxxx XxxxxCP Holdings LLC”), XXXXXXXX-XXXX CONCRETE PUMPING HOLDINGS INC. (FORMERLY KNOWN AS CONCRETE PUMPING HOLDINGS, INC. AND AS SUCCESSOR BY MERGER TO CONCRETE PUMPING MERGER SUB INC.), a Delaware corporation (“BBCPH”), XXXXXXXX-XXXX CONCRETE PUMPING, INC., a Colorado corporation (“Xxxxxxxx Pumping”), ECO-PAN, INC., a Colorado corporation (“Eco-Pan US”), CAPITAL PUMPING, LP, a Texas limited partnership (“Capital Pumping”; Hampshire Designersand together with BBCPH, ItemXxxxxxxx Pumping, Eco-Eyes Pan US, and Xxxxx Xxxxx are herein collectively called each other Person that from time to time that becomes party hereto as a US Borrower in accordance with the “Borrowers” and terms hereof by executing the form of Joinder Agreement attached hereto as Exhibit B-2, each individually, a “US Borrower”, and collectively, jointly and severally, the “US Borrowers”). The parties agree , CAMFAUD CONCRETE PUMPS LIMITED, a private limited company incorporated and registered under the laws of England and Wales with company number 02635232 (“Camfaud Concrete”) and PREMIER CONCRETE PUMPING LIMITED, a private limited company incorporated and registered under the laws of England and Wales with company number 01714938 (“Premier Concrete”, and together Camfaud Concrete, and each other Person that from time to time that becomes party hereto as follows:a UK Borrower in accordance with the terms hereof by executing the form of Joinder Agreement attached hereto as Exhibit B-2, each individually, a “UK Borrower”, and collectively, jointly and severally, the “UK Borrowers; the US Borrowers and the UK Borrowers are hereinafter referred to each individually as a “Borrower” and collectively as the “Borrowers”).

Appears in 1 contract

Samples: Credit Agreement (Concrete Pumping Holdings, Inc.)

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Exhibits and Schedules. Exhibits A-1 – A-4 Description of Projects Exhibit A-1 B Names of Borrowers Exhibit C Loan Commitment Exhibit D Names of Tenants Exhibit E Exhibit F Exhibit G Form of Assignment and Acceptance Exhibit B-1 Assumption Form of Borrowing Base Certificate Exhibit C-1 Joinder Agreement Joinder Borrowers; Joinder Projects Schedule 2.1 Schedule 2.1(b) Schedule 2.1(c) Conditions to Advance of Loan Proceeds Request for TI/LC Advance Request for Joinder Advance Schedule 2.5(b) Required Repairs Schedule 2.6 Form of ACH Authorization Schedule 2.7 Sources and Uses Schedule 4.1 Lease Termination Options; Prepaid Rent; Security Deposits; ROFRs; ROFOs Schedule 5.1 Organization; Formation Schedule 6.2 Compliance Certificate Exhibit I-1 Schedule 7.13 Form of Imported Goods Special Compliance Certificate Schedule 11.19 Loan Allocations Schedule 11.36 Post-Closing Obligations CONA – Healthcare Trust, Inc. 92119388.8 This Loan Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), ) is entered into as of October 28December 22, 2010, 2023 by and among CAPITAL ONE, NATIONAL ASSOCIATION, a national banking association (“CONA”), as administrative agent and collateral agent for the lenders identified on the signature pages hereof Lenders (each of as defined herein) (in such lenders, capacity and together with their respective its successors and permitted assigns, are referred to hereinafter as a Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Administrative Agent”), HAMPSHIRE GROUPTHE PERSONS WHO ARE OR HEREAFTER BECOME PARTIES TO THIS AGREEMENT as Lenders (together with their successors and permitted assigns, LIMITEDeach a “Lender” and collectively, a Delaware corporation (the ParentLenders”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation THE PARTIES LISTED ON EXHIBIT B ATTACHED HERETO (“Hampshire Designers”AND ALL JOINDER BORROWERS LISTED ON EXHIBIT G OF THIS AGREEMENT THAT HEREAFTER JOIN AS AN ADDITIONAL BORROWER PURSUANT TO SECTION 11.37 OF THIS AGREEMENT), ITEM-EYESeach a “Borrower” and collectively, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:.

Appears in 1 contract

Samples: Loan Agreement (Healthcare Trust, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement IP Reporting Certificate Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Exhibit T-1 Form of U.S Tax Compliance Certificate (Section 16.2(a)(i)) Exhibit T-2 Form of U.S Tax Compliance Certificate (Section 16.2(a)(iv) – option 1) Exhibit T-3 Form of U.S Tax Compliance Certificate (Section 16.2(a)(iv) – option 2) Exhibit T-4 Form of U.S Tax Compliance Certificate (Section 16.2(a)(iv) – option 3) Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 4.24 Privacy and Information Security Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28March 29, 20102018, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX WXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSASURE SOFTWARE, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:.

Appears in 1 contract

Samples: Credit Agreement (Asure Software Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Term Loan Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions 2.8(a) Cash Management Banks Schedule R-1 Real Property 5.2 Location of Collateral Schedule 1.1 Definitions 5.4 Locations of Inventory Schedule 3.1 Conditions Precedent 5.5 Insurance Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a5.6(a) States of Organization Schedule 4.6(b5.6(b) Chief Executive Offices Schedule 4.6(c5.6(c) Organizational Identification Numbers XXXXx Schedule 4.6(d5.7(b) Commercial Tort Claims Capitalization of Borrower Schedule 4.7(b5.7(c) Capitalization of Borrower’s Subsidiaries Schedule 5.9 Litigation Schedule 4.12 5.13 Environmental Matters Schedule 4.13 5.17 Deposit Accounts Schedule 5.19 Permitted Indebtedness Schedule 5.20 Credit Card Processors Schedule 5.23 Investment Property Schedule 5.24 Intellectual Property Schedule 4.14 Leases 7.10 Investments Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements7.11 Transactions with Affiliates THIS LOAN, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT GUARANTY AND SECURITY AGREEMENT (this “Agreement”), is entered into as of October 28August 27, 20102013, by and among among, on the one hand, the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL CERBERUS BUSINESS FINANCE, LLC, a Delaware limited liability companycompany (“Cerberus”), as administrative and collateral agent for the Lenders (in such capacity, together with its successors any successor administrative and assigns in such capacitycollateral agent, the “Agent”)) and, HAMPSHIRE GROUPon the other hand, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSGORDMANS, INC., a Delaware corporation (“Hampshire DesignersBorrower)) and the Guarantors identified on the signature pages hereof (together with Borrower, ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “BorrowersCredit Parties” and each individually, individually as a “BorrowerCredit Party”). The parties agree as follows:

Appears in 1 contract

Samples: Loan Agreement (Gordmans Stores, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Hedge Provider Letter Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 G-1 Form of Imported Goods Agreement Guaranty Exhibit L-1 N-1 Form of LIBOR Notice Promissory Note Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Term Loan Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Indebtedness Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Transactions with Affiliates Schedule R-1 Real Property Collateral P-4 Permitted Contingent Obligations Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.7 Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 4.25 Mortgaged Properties Schedule 4.28 Surety Obligations Schedule 4.29 Restrictive Agreements Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 13.1(k) Initial Voting Participants THIS CREDIT TERM LOAN AGREEMENT (this “Agreement”), ) is entered into as of October 28March 30, 20102016, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEAMERICAN AGCREDIT, LLC, a Delaware limited liability companyPCA, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPand as sole lead arranger (the “Lead Arranger”), LIMITEDBOISE CASCADE COMPANY, a Delaware corporation (“ParentBoise Cascade”), and HAMPSHIRE DESIGNERSBOISE CASCADE BUILDING MATERIALS DISTRIBUTION, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLCL.L.C., a Delaware limited liability company (“Xxxxx XxxxxBoise Materials Distribution”), and BOISE CASCADE WOOD PRODUCTS, L.L.C., a Delaware limited liability company (“Boise Wood Products”; Hampshire Designerstogether with Boise Cascade and Boise Materials Distribution, Item-Eyes are referred to hereinafter each individually as a “Borrower”, and Xxxxx Xxxxx are herein collectively called individually and collectively, jointly and severally, as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Term Loan Agreement (BOISE CASCADE Co)

Exhibits and Schedules. Exhibit A-1 A Form of Loan Request Exhibit B Form of Guaranty Exhibit C Form of Compliance Certificate Exhibit D Form of Assignment and Acceptance Exhibit B-1 E Form of Borrowing Base Certificate Swing Line Loan Request Exhibit C-1 F Form of Joinder Agreement Schedule 1 Lenders Schedule 2 Guarantors Schedule 3 Mandatory Costs Schedule 3.8 Transitional Letters of Credit Schedule 5.3 Title to Properties, Leases Schedule 5.7 Litigation Schedule 5.11 Employee Benefit Plans Schedule 5.13 Environmental Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b5.15(a) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a5.15(b) States of Organization Joint Ventures and Partnerships Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational 5.16 Tax Payer Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted 7.1 Existing Indebtedness Schedule 4.30 Locations 7.2 Existing Liens Schedule 7.3 Existing Investments Schedule 18 Notices This CREDIT AGREEMENT, dated as of Inventory Schedule 5.1 Financial StatementsNovember 4, Reports2010, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT is by and among (this a) STAPLES, INC. (the AgreementBorrower”), is entered into as a Delaware corporation having its principal place of October 28business at 000 Xxxxxxx Xxxxx, 2010Xxxxxxxxxx, by XX 00000, (b) BANK OF AMERICA, N.A. and among the lenders identified other lending institutions listed on Schedule 1 attached hereto (collectively, the signature pages hereof “Lenders”), (each of such lendersc) BANK OF AMERICA, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”N.A., as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the Administrative Agent”)) for the Lenders, HAMPSHIRE GROUPas the lender of Swing Line Loans, LIMITEDand as an Issuing Bank, a Delaware corporation (d) BARCLAYS CAPITAL and HSBC BANK USA, NATIONAL ASSOCIATION, as co-syndication agents for the Lenders (collectively, the ParentCo-Syndication Agents”) and as Issuing Banks, and (e) XXXXX FARGO BANK, NATIONAL ASSOCIATION and JPMORGAN CHASE BANK, N.A., as co-documentation agents for the Lenders (collectively, the “Co-Documentation Agents”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Staples Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance A FORM OF NOTE Exhibit B-1 Form of Borrowing Base Certificate B FORM OF JOINDER AGREEMENT Exhibit C-1 Form of Compliance Certificate C FORM OF REQUEST FOR LOAN Exhibit I-1 Form of Imported Goods Agreement D FORM OF AVAILABILITY CERTIFICATE Exhibit L-1 Form of LIBOR Notice E FORM OF COMPLIANCE CERTIFICATE Exhibit F FORM OF ASSIGNMENT AND ACCEPTANCE AGREEMENT Exhibit G FORM OF SUBSIDIARY BORROWER RELEASE Schedule A-1 Agent’s Account 1.1-A LENDERS AND COMMITMENTS Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 1.1-B DISQUALIFIED LENDERS Schedule 5.1 Financial Statements, Reports, Certificates INITIAL UNENCUMBERED ASSETS Schedule 5.2 Collateral Reporting 6.3 LIST OF ALL ENCUMBRANCES ON ASSETS Schedule 6.6 Nature of Business 6.5 NO MATERIAL CHANGES Schedule 6.7 PENDING LITIGATION Schedule 6.20 ENVIRONMENTAL MATTERS Schedule 6.21(a) PARENT BORROWER SUBSIDIARIES Schedule 6.23 PROPERTY CONDITION; OPTIONS Schedule 8.1 SPECIFIED INDEBTEDNESS Schedule 8.14 MANAGEMENT FEES Schedule 19 NOTICE ADDRESSES NYDOCS03/1106944.11106944.3 THIS CREDIT TERM LOAN AGREEMENT (this “Agreement”), is entered into as amended by that certain First Amendment to Term Loan Agreement and Other Loan Documents dated as of October 28June 18, 20102019) is made as of the 20th day of November, 2017, by and among the lenders identified on the signature pages hereof (each of such lendersINDEPENDENCE REALTY OPERATING PARTNERSHIP, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLCLP, a Delaware limited liability companypartnership (“Parent Borrower”), the Subsidiary Borrowers party hereto from time to time, KEYBANK NATIONAL ASSOCIATION (together with any successor in interest, “KeyBank”), as an initial Lender, the other lending institutions which are parties to this Agreement as “Lenders”, the other lending institutions that may become parties hereto pursuant to §18 and KEYBANK NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPwith CAPITAL ONE, LIMITEDNATIONAL ASSOCIATION and THE HUNTINGTON NATIONAL BANK, a Delaware corporation as Co-Syndication Agents (collectively, ParentSyndication Agents”), KEYBANK CAPITAL MARKETS, CAPITAL ONE, NATIONAL ASSOCIATION and HAMPSHIRE DESIGNERSTHE HUNTINGTON NATIONAL BANK as Joint Bookrunners (collectively, INC.“Bookrunners”) and KEYBANK CAPITAL MARKETS, a Delaware corporation CAPITAL ONE, NATIONAL ASSOCIATION and THE HUNTINGTON NATIONAL BANK, as Joint Lead Arrangers (collectively, Hampshire DesignersArrangers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Term Loan Agreement (Independence Realty Trust, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions 1.1 Definitions Schedule R-1 Real Property Collateral 1.1(i) Immaterial Subsidiaries Schedule 1.1(ii) Historical EBITDA Schedule 1.1 Definitions (iii) Historical Fixed Charges Schedule 1.1(iv) Spin Off Transactions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Loan Parties Schedule 4.1(c) Capitalization of Loan Parties’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 4.20 Material Contracts Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 6.13 Restrictions Affecting Subsidiaries THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28, 20102014, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent and collateral agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a Delaware national banking association, and [ ], a [ ], as joint lead arrangers and joint lead book runners (in such capacity, together with their successors and assigns in such capacity, the “Joint Lead Arrangers”), [ ], a [ ], as syndication agent (in such capacity, together with its successors and assigns in such capacity, the “Syndication Agent”), [ ], a [ ], and [ ], a [ ], as co-documentation agents (in such capacity, together with their successors and assigns in such capacity, the “Co-Documentation Agents”), NOMAC DRILLING, L.L.C., an Oklahoma limited liability company (“NOMAC”), PERFORMANCE TECHNOLOGIES, L.L.C., an Oklahoma limited liability company (“PT”), GREAT PLANS OILFIELD RENTAL, L.L.C., an Oklahoma limited liability company (“GPOR”), XXXXXX TRUCKING COMPANY, L.L.C., (“Xxxxxx”), OILFIELD TRUCKING SOLUTIONS, L.L.C., an Oklahoma limited liability company (“OTS”, together with NOMAC, PT, GPOR, Xxxxxx and any other Person that at any time after the date hereof becomes a Borrower, are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”, SEVENTY SEVEN ENERGY, INC., an Oklahoma corporation (“Parent”), and HAMPSHIRE DESIGNERSSEVENTY SEVEN OPERATING LLC, INC.an Oklahoma limited liability company (“SSO”), CHESAPEAKE OILFIELD FINANCE, Inc., a Delaware corporation (“Hampshire DesignersCOF”), ITEMMID-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, STATES OILFIELD SUPPLY LLC, a Delaware an Oklahoma limited liability company (“Xxxxx XxxxxMSOS; Hampshire Designers), Item-Eyes KEYSTONE ROCK & EXCAVATION, L.L.C., an Oklahoma limited liability company (“KRE”), PTL PROP SOLUTIONS, L.L.C., an Oklahoma limited liability company (“PTL Prop”), WESTERN WISCONSIN SAND COMPANY, LLC, an Oklahoma limited liability company (“WWSC”, together with Parent, SSO, XXX, MSOS, KRE, PTL Prop, and Xxxxx Xxxxx any other Person that at any time after the date hereof becomes a Guarantor are herein collectively called referred to hereafter each individually as a “Guarantor” and individually and collectively, jointly and severally, as the “Borrowers” and each individually, a “BorrowerGuarantors”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Chesapeake Oilfield Operating LLC)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement IC-1 Intercreditor Provisions Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.10 Employee Benefits Schedule 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.24 Location of Inventory Schedule 4.27 Location of Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 5.6 Insurance Schedule 5.14 Chief Executive Offices Schedule 5.16(f) Certain Certificated Units Schedule 6.5 Nature of Business THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28April 7, 20102014, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined); WXXXX FARGO BANK, XXXXX FARGO CAPITAL FINANCE, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”); effective as of the Amendment No. 6 Effective Date, HAMPSHIRE GROUPWXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a Delaware national banking association, as co-lead arranger (any institution serving in such capacity, together with its successors and assigns in such capacity, a “Co-Lead Arranger”); effective as of the Amendment No. 6 Effective Date, WXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as a book runner (any institution serving in such capacity, together with its successors and assigns in such capacity, a “Joint Book Runner”); effective as of the Amendment No. 6 Effective Date, WXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as syndication agent (any institution serving in such capacity, together with its successors and assigns in such capacity, a “Co-Syndication Agent”); effective as of the Amendment No. 6 Effective Date, East West Bank, a California banking corporation, as Co-Lead Arranger, Joint Book Runner, and Co-Syndication Agent; PAC-VAN, INC., an Indiana corporation (“ParentPac-Van”), and HAMPSHIRE DESIGNERS, ; LONE STAR TANK RENTAL INC., a Delaware corporation (“Hampshire DesignersLone Star”); effective as of the Amendment No. 2 Effective Date, ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXGFN REALTY COMPANY, LLC, a Delaware limited liability company (“Xxxxx XxxxxGFNRC); Hampshire Designerseffective as of the Amendment No. 4 Effective Date, ItemSOUTHERN FRAC, LLC, a Texas limited liability company (“Southern Frac”); and the Affiliates of Pac-Eyes Van, Lone Star, GFNRC, and Xxxxx Xxxxx Southern Frac that may become a party hereto from time to time (such Subsidiaries, together with Pac-Van, Lone Star, GFNRC, and Southern Frac, are herein collectively called the “Borrowers” and referred to hereinafter each individually, individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”). This Agreement refers to a Credit Agreement dated as of September 7, 2012, by and among certain Borrowers, the Lenders, and the Agent, as administrative agent (that agreement as amended, restated, supplemented, or otherwise modified before the date of this Agreement, the “Existing Credit Agreement”). Lone Star desires to become a Borrower. The parties (including each Lender party to the Existing Credit Agreement) desire to amend and restate the Existing Credit Agreement as set forth in this Agreement. The parties therefore agree as follows:

Appears in 1 contract

Samples: Credit Agreement (General Finance CORP)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s 's Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Locations Schedule E-2 Existing Letters of Credit Schedule E-3 Eligible Inventory Locations Real Estate Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers' Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.10 Benefit Plans Schedule 4.11 Environmental Matters Schedule 4.13 Intellectual Property 4.14 Permitted Indebtedness Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 4.27 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 4.28 Equity Interests in Existing JVs Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS AMENDED AND RESTATED CREDIT AGREEMENT (this "Agreement"), is entered into as of October 28November 2, 2010, 2012 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a "Lender", as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, "Agent"), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a Delaware corporation national banking association as sole lead arranger (“Parent”in such capacity, together with its successors and assigns in such capacity, the "Lead Arranger"), XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association as sole book runner (in such capacity, together with its successors and HAMPSHIRE DESIGNERSassigns in such capacity, the "Book Runner"), MGP INGREDIENTS, INC., a Delaware Kansas corporation (“Hampshire Designers”"Parent"), ITEM-EYESMGPI PROCESSING, INC., a Delaware Kansas corporation (“Item-Eyes”"MGPI Processing"), MGPI PIPELINE, INC., a Kansas corporation ("MGPI Pipeline"), and XXXXX XXXXXMGPI OF INDIANA, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”"MGPI Indiana"; Hampshire DesignersMGPI Indiana, Item-Eyes together with MGPI Processing and MGPI Pipeline, are referred to hereinafter each individually as a "Borrower", and individually and collectively, jointly and severally, as the "Borrowers"). MGPI Processing (formerly known as MGP Ingredients, Inc.) and Xxxxx Xxxxx are herein collectively called Fargo Bank, National Association (the “Borrowers” "Existing Lender") executed and each individuallydelivered that certain Credit and Security Agreement dated as of July 21, a “Borrower”2009 (as amended, restated or otherwise modified prior to the Closing Date, the "Existing Credit Agreement"), and MGPI Processing executed and delivered to Existing Lender an Amended and Restated Revolving Note dated as of July 21, 2009 (the "Existing Note"). The parties agree obligations, liabilities and rights of MGPI Processing under the Existing Credit Agreement and the Existing Note were assigned to, and assumed by, Parent (formerly known as follows:MGPI Holdings, Inc.) pursuant to that certain Assignment and Assumption of Note and Credit Agreement and Fourth Amendment to the Credit Agreement dated as of January 3, 2012. Pursuant to an Assignment and Acceptance dated as of the date hereof, Parent has assigned to MGPI Processing, and MGPI Processing has accepted, all obligations, liabilities and rights of Parent under the Existing Credit Agreement and the Existing Note. From and after the date hereof, the indebtedness evidenced by the Existing Note shall be evidenced by this Agreement and the Existing Note shall no longer be in effect. MGPI Processing has requested, and, subject to the terms and conditions hereof, Agent and Lenders have agreed, effective on the Closing Date, to amend and restate the Existing Credit Agreement on the terms and conditions contained herein, including without limitation to add MGPI Pipeline and MGPI Indiana as borrowers hereunder.

Appears in 1 contract

Samples: Credit Agreement (MGP Ingredients Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 J-1 Form of Imported Goods Agreement Joinder Exhibit L-1 P-1 Form of LIBOR Notice Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Existing Letters of Credit Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.10 Employee Benefits Schedule 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.25 Location of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into as of October 28August 2, 2010, 2017 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Provider (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPas sole Lead Arranger (in such capacity, LIMITEDtogether with its successors and assigns in such capacity, a Delaware corporation the “Lead Arranger”), Book Runner (in such capacity, together with its successors and assigns in such capacity, the ParentBook Runner”), syndication agent (in such capacity, together with is successors and assigns in such capacity, the “Syndication Agent”), and HAMPSHIRE DESIGNERSDocumentation Agent (in such capacity, INC.together with its successors and assigns in such capacity, a Delaware corporation (the Hampshire DesignersDocumentation Agent”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, KINERGY MARKETING LLC, a Delaware an Oregon limited liability company (“Xxxxx XxxxxKinergy; Hampshire Designers), Item-Eyes PACIFIC AG. PRODUCTS, LLC, a California limited liability company (“Pacific Ag”), and Xxxxx Xxxxx are herein collectively called those additional entities that hereafter become parties hereto as Borrowers in accordance with the “Borrowers” and each individuallyterms hereof by executing the form of Joinder attached hereto as Exhibit J-1 (each, a “Borrower” and individually and collectively, jointly and severally, the “Borrowers”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Pacific Ethanol, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 D-1 Form of Imported Goods Agreement Solvency Certificate Exhibit L-1 Form of LIBOR LIBORSOFR Notice Schedule 1.1 Definitions Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons [Reserved] Schedule C-1 Revolver Commitments Schedule D-1 Designated Account E-1 Existing Hedge Obligations Schedule E-1 Eligible Inventory Locations E-2 Existing Letters of Credit Schedule E-3 Excluded Subsidiary Indebtedness Schedule I-1 Immaterial Subsidiaries Schedule J-1 Joint Ventures Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 [Reserved] Schedule P-4 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Indebtedness Schedule 3.1 Conditions Precedent to Closing Date Schedule 3.6 3.7 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Conditions Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 5.16 Deposit Accounts THIS ASSET-BASED REVOLVING CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into dated as of October 28March 13, 20102020, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK OF AMERICA, LLC, a Delaware limited liability companyN.A., as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPand CLEVELAND-CLIFFS INC., LIMITED, a Delaware an Ohio corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Asset Based Revolving Credit Agreement (Cleveland-Cliffs Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit J-1 Form of Joinder Exhibit P-1Exhibit S-1 Form of Perfection Certificate Form of Solvency Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Existing Letters of Credit Schedule P-1 Permitted Investments Schedule P-2 P-2Schedule 1.3 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions LiensList of SPE Propcos Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Loan Parties Schedule 4.1(c) Capitalization of Loan Parties’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.10 Pension Plans and Multiemployer Plans Schedule 4.11 Environmental Matters Schedule 4.13 Intellectual Property 4.14(a)Schedule 4.14(b) Permitted Surviving Indebtedness Permitted Indebtedness other than Permitted Surviving Indebtedness Schedule 4.14 Leases 4.25 Location of Inventory and Equipment Schedule 4.15 Deposit Accounts and Securities Accounts 4.27(a) Material Cedar Creek Acquisition Documents Schedule 4.17 4.28 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 5.17 Fiscal Year, Quarter and Month Ending Dates Schedule 6.5 Nature of Business THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into as of October 28April 13, 2010, 2018 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEXxxxx Fargo Bank, LLCNational Association, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPXxxxx Fargo Bank, LIMITEDNational Association, a national banking association, and Bank of America, N.A., a national banking association (“Bank of America”), as joint lead arrangers (in such capacity, together with their successors and assigns in such capacity, the “Joint Lead Arrangers”), Xxxxx Fargo Bank, National Association, a national banking association, and Bank of America, as joint book runners (in such capacity, together with their successors and assigns in such capacity, the “Joint Book Runners”), Bank of America, as syndication agent (in such capacity, together with their successors and assigns in such capacity, the “Syndication Agent”), BlueLinx Holdings Inc., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC.BlueLinx Corporation, a Delaware Georgia corporation (“Hampshire DesignersBlueLinx”), ITEM-EYES, INC.BlueLinx Florida LP, a Delaware corporation Florida limited partnership (“Item-EyesBFLP”), and XXXXX XXXXX, Cedar Creek LLC, a Delaware limited liability company (“Xxxxx XxxxxCedar Creek LLC; Hampshire Designers), Item-Eyes Cedar Creek Corp., a Delaware corporation (“Cedar Creek Corp.”), Astro Buildings Inc., a Delaware corporation (“Astro Buildings”), Lake States Lumber, Inc., a Minnesota corporation (“Lake States” and, together with Parent, BlueLinx, BFLP, Cedar Creek LLC, Cedar Creek Corp, Astro Buildings and Xxxxx Xxxxx are herein collectively called Lake States, each, a “Borrower” and individually and collectively, jointly and severally, the “Borrowers” as hereinafter further defined) and BlueLinx Florida Holding No. 1 Inc., a Georgia corporation (“BFH1”), BlueLinx Florida Holding No. 2 Inc., a Georgia corporation (“BFH2”), Cedar Creek Holdings Inc., a Delaware corporation as the successor corporation of the Cedar Creek Merger (as hereinafter defined) (“Cedar Creek Holdings”), Panther Merger Sub, Inc., a Delaware corporation (“Panther Merger Sub”), Venture Development and Construction, LLC, an Oklahoma limited liability company (“VDC”), and each individuallyof the SPE Propcos (as hereinafter defined) signatory party hereto (and together with XXX0, XXX0, Cedar Creek Holdings, Panther Merger Sub, and VDC, each a “Borrower”Guarantor” and individually and collectively, jointly and severally, “Guarantors” as hereinafter further defined). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (BlueLinx Holdings Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 D-1 Form of Imported Goods Agreement Solvency Certificate Exhibit L-1 Form of LIBOR Notice Schedule 1.1 Definitions Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons [Reserved] Schedule C-1 Revolver Commitments Schedule D-1 Designated Account E-1 Existing Hedge Obligations Schedule E-1 Eligible Inventory Locations E-2 Existing Letters of Credit Schedule E-3 Excluded Subsidiary Indebtedness Schedule I-1 Immaterial Subsidiaries Schedule J-1 Joint Ventures Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 [Reserved] Schedule P-4 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Indebtedness Schedule 3.1 Conditions Precedent to Closing Date Schedule 3.6 3.7 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 5.16 Deposit Accounts THIS ASSET-BASED REVOLVING CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into dated as of October 28March 13, 20102020, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK OF AMERICA, LLC, a Delaware limited liability companyN.A., as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPand CLEVELAND-CLIFFS INC., LIMITED, a Delaware an Ohio corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Asset Based Revolving Credit Agreement (Cleveland-Cliffs Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR SOFR Notice Exhibit J-1 Form of Joinder Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Existing Letters of Credit Schedule P-1 Permitted Investments 1.1(b) Designated Account Debtors Schedule P-2 Permitted Liens 1.1(c) Significant Subsidiaries Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions 1.1(d) Reliance Account Debtors Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent 4.5(a) Real Property Schedule 4.1(b4.5(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.6 Disclosed Matters Schedule 4.12 Material Agreements Schedule 4.14 Leases Insurance Schedule 4.15 Deposit Accounts Capitalization and Securities Accounts Subsidiaries Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.24 Location of Inventory Schedule 5.1 Financial Statements, Reports, Certificates 6.1(a)(ii) Existing Indebtedness Schedule 5.2 Collateral Reporting 6.1(a)(v) Existing Purchase Money Debt and Finance Lease Obligations Schedule 6.6 Nature of Business 6.2 Existing Liens Schedule 6.4 Existing Investments Schedule 6.10 Existing Restrictions THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 2830, 20102019, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a national banking association and JPMORGAN CHASE BANK, N.A., a national banking association, as joint lead arrangers (in such capacity, together with their successors and assigns in such capacity, the “Joint Lead Arrangers”) and as joint book runners (in such capacity, together with their successors and assigns in such capacity, the “Joint Book Runners”), BANK OF AMERICA, N.A., a national banking association, and BARCLAYS BANK PLC, as syndication agents (in such capacity, together with their successors and assigns in such capacity, each a “Syndication Agent” and together, the “Syndication Agents”), U.S. BANK NATIONAL ASSOCIATION, a national banking association as the documentation agent (in such capacity, together with its successors and assigns in such capacity, the “Documentation Agent”), XXXXXX ALUMINUM CORPORATION, a Delaware corporation (“ParentKAC”), and HAMPSHIRE DESIGNERS, INC.XXXXXX ALUMINUM INVESTMENTS COMPANY, a Delaware corporation (“Hampshire DesignersKAIC”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXXXXXXX ALUMINUM FABRICATED PRODUCTS, LLC, a Delaware limited liability company (“Xxxxx XxxxxKAFP; Hampshire Designers), Item-Eyes XXXXXX ALUMINUM WASHINGTON, LLC, a Delaware limited liability company (“KAW”), XXXXXX ALUMINUM XXXXXXX, LLC (f/k/a Alcoa Xxxxxxx LLC), a Delaware limited liability company (“XX Xxxxxxx”),and those additional Persons that are joined as a party hereto by executing the form of Xxxxxxx attached hereto as Exhibit J-1 (each, together with KAC, KAIC, KAFP, KAW and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individuallyXX Xxxxxxx, a “Borrower” and individually and collectively, jointly and severally, the “Borrowers”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Kaiser Aluminum Corp)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 C-2 Form of Imported Goods Agreement Confirmation of Increase in Commitment Exhibit L-1 Form of LIBOR Notice Exhibit N-1 Form of Note Schedule A-1 Agent’s 's Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions 5.4 Locations of Inventory Schedule R-1 Real Property Collateral 5.6 States of Organization, Chief Executive Offices, FEINS Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c5.7(b) Capitalization of Borrowers Schedule 0.0(x) Capitalization of Borrowers' Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 5.9 Litigation Schedule 4.12 5.13 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 5.17 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts 5.19 Credit Card Receipts Schedule 4.19 5.25 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 6.2 Collateral Reporting Schedule 6.6 Nature of Business 7.13 Borrowers' Affiliates Schedule 7.20 Concentration Accounts, Deposit Accounts, Credit Card Agreements LOAN AND SECURITY AGREEMENT THIS CREDIT LOAN AND SECURITY AGREEMENT (this "Agreement"), is entered into as of October 28September 29, 2010, 2004 by and among among, on the one hand, the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as each individually as, a "Lender" and collectively as, as that term is hereinafter further definedthe "Lenders"), XXXXX WELLS FARGO CAPITAL RETAIL FINANCE, LLC, a Delaware limited liability companycomxxxx, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “"Agent"), HAMPSHIRE GROUPand, LIMITEDon the other hand, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSTHE BOMBAY COMPANY, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”"Parent"), and XXXXX XXXXXeach of Parent's Subsidiaries identified on the signature pages hereof (such Subsidiaries, LLCtogether with Parent, are referred to hereinafter each individually as, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers"Borrower", Item-Eyes and Xxxxx Xxxxx are herein collectively called individually and collectively, jointly and severally, as, the "Borrowers” and each individually, a “Borrower”"). The parties agree as follows:

Appears in 1 contract

Samples: Loan and Security Agreement (Bombay Company Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations G-1 Closing Date Guarantors Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Permitted to Be Mortgaged Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Subsidiaries Guarantors Schedule 4.6(a) States Jurisdiction of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Tax/Organizational Identification Numbers Schedule 4.6(d4.7(a) Commercial Tort Claims Litigation Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Description Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 4.24 Immaterial Subsidiaries Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature 5.15 Required Library Schedule 6.4 Disposal of Business Assets THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28February 17, 20102009, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEFOOTHILL, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSQUEST SOFTWARE, INC., a Delaware California corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Quest Software Inc)

Exhibits and Schedules. Exhibit 2.1 Form of Revolving Loan Note Exhibit 2.3 Form of Term Loan Note Exhibit 2.4(a) Form of Swing Loan Note Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit C-2 Form of Early Election Certificate Exhibit I-1 Form of Imported Goods Agreement IP Reporting Certificate Exhibit L-1 P-1 Form of LIBOR Notice Perfection Certificate Exhibit 3.1(o) Form of Financial Condition Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account C-2 Competitors Schedule E-1 Eligible Inventory Locations I-1 Ineligible Institutions Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 4.14 Permitted Indebtedness Schedule 4.30 Locations 4.16 Payment of Inventory Taxes Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.1(d) Billing Systems Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28November 7, 20102016, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEPNC BANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPLIVEVOX HOLDINGS, LIMITEDINC., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSLIVEVOX, INC., a Delaware corporation (“Hampshire DesignersBorrower”), ITEM-EYESLIVEVOX INTERNATIONAL, INC., a Delaware corporation (“Item-EyesLiveVox International Guarantor”), and XXXXX XXXXXSPEECHIQ, LLC, a Delaware an Ohio limited liability company (“Xxxxx XxxxxSpeechIQ Guarantor; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called together with LiveVox International Guarantor, the “Borrowers” and each individually, a “BorrowerGuarantors”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (LiveVox Holdings, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Locations of Borrowing Base Inventory Locations and Equipment Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.24 Location of Inventory Schedule 4.26 Real Estate Schedule 4.27 Insurance Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October June 28, 20102016, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a national banking association, as lead arranger (in such capacity, together with its successors and assigns in such capacity, the “Lead Arranger”), XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as book runner (in such capacity, together with its successors and assigns in such capacity, the “Book Runner”), POWER SOLUTIONS INTERNATIONAL, INC., a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSPROFESSIONAL POWER PRODUCTS, INC., a Delaware an Illinois corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-EyesPPPI”), and XXXXX XXXXXthe other Persons from time to time party hereto as borrowers (such Persons together with Parent and PPPI, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and referred to hereinafter each individually, individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”). The parties agree as follows:.

Appears in 1 contract

Samples: Credit Agreement (Power Solutions International, Inc.)

Exhibits and Schedules. Exhibit A-1 A - Form of Assignment and Acceptance Letter of Credit Agreement -- Issuing Bank Exhibit B-1 B - Form of Borrowing Base Certificate Revolving Credit Note Exhibit C-1 C - Form of Compliance Certificate Exhibit I-1 D - Form of Imported Goods Agreement Opinion Exhibit L-1 E - Form of LIBOR Notice Borrowing, Continuation and Conversion Request Form Exhibit F - Form of Assignment and Assumption Exhibit G - Form of Guaranty Agreement Schedule A-1 Agent’s Account 1.02(b) - Existing Letters of Credit Schedule A-2 Authorized Persons Schedule C-1 2.01 - Commitments Schedule D-1 Designated Account 7.03 - Litigation and Liabilities Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted 7.10 - Disclosure of Liens other than Excepted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization 7.14 - Listing of Subsidiaries and Partnerships Schedule 4.6(a) States of Organization 7.16 - Gas Imbalances Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 7.18 - Environmental Matters Schedule 4.13 Intellectual Property 7.21 - Insurance Schedule 4.14 Leases 7.22 - Credit Agreements, Etc. Schedule 4.15 Deposit Accounts and Securities Accounts 9.01 - Debt not reflected in Financial Statements Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 9.05 -.Permitted Investments THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”)dated as of April 1, 2004, is entered into as among THE HOUSTON EXPLORATION COMPANY, a corporation duly organized and validly existing under the laws of October 28, 2010, by and among the lenders identified on State of Delaware (the signature pages hereof ("Company"); each of such lenders, the financial institutions that is now or hereafter becomes a signatory hereto (together with their respective successors and permitted or assigns, are referred to hereinafter as individually, a "Lender" and, collectively, the "Lenders"); WACHOVIA BANK, NATIONAL ASSOCIATION, Individually, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, Issuing Bank and as agent Administrative Agent for the Lenders (in such latter capacity, together with its successors in such capacity, the "Administrative Agent"); THE BANK OF NOVA SCOTIA and FLEET NATIONAL BANK, as Co-Syndication Agents (in such capacity, together with its their respective successors and assigns in such capacity, “Agent”collectively the "Syndication Agents"); and BNP PARIBAS and COMERICA BANK, HAMPSHIRE GROUPas Co-Documentation Agents (in such capacity, LIMITEDtogether with their successors in such capacity, a Delaware corporation (“Parent”collectively the "Documentation Agents"), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Houston Exploration Co)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit J-1 Form of Joinder Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.24 Location of Inventory and M&E Schedule 4.27 Material Contracts Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business Schedule 6.14 Consignments THIS CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into as of October 28January 1, 20102016, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a national banking association, as sole lead arranger (in such capacity, together with its successors and assigns in such capacity, the “Sole Lead Arranger”), XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as sole book runner (in such capacity, together with its successors and assigns in such capacity, the “Sole Book Runner”), DIGIRAD CORPORATION, a Delaware corporation (“ParentDigirad”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (the Subsidiaries of Digirad identified on the signature pages hereof as Hampshire DesignersBorrowers), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company those additional entities that hereafter become parties hereto as Borrowers in accordance with the terms hereof by executing the form of Joinder attached hereto as Exhibit J-1 (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individuallyeach, a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Digirad Corp)

Exhibits and Schedules. Exhibit 2.1 Form of Revolving Loan Note Exhibit 2.3 Form of Term Loan Note Exhibit 2.4(a) Form of Swing Loan Note Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit C-2 Form of Early Election Certificate Exhibit I-1 Form of Imported Goods Agreement IP Reporting Certificate Exhibit L-1 P-1 Form of LIBOR Notice Perfection Certificate Exhibit 3.1(o) Form of Financial Condition Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account C-2 Competitors Schedule E-1 Eligible Inventory Locations I-1 Ineligible Institutions Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 4.14 Permitted Indebtedness Schedule 4.30 Locations 4.16 Payment of Inventory Taxes Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.1(d) Billing Systems Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business 074658.16087/126128822v.10 THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28November 7, 20102016, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEPNC BANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITEDLIVEVOX INTERMEDIATE LLC, a Delaware corporation limited liability company (f/k/a LiveVox Holdings, Inc.) (“Parent”), and HAMPSHIRE DESIGNERSLIVEVOX, INC., a Delaware corporation (“Hampshire DesignersBorrower”), ITEM-EYESENGAGE HOLDINGS, LLC, an Ohio limited liability company (“Engage Guarantor”), LIVEVOX INTERNATIONAL, INC., a Delaware corporation (“Item-EyesLiveVox International Guarantor”), and XXXXX XXXXXSPEECHIQ, LLC, a Delaware an Ohio limited liability company (“Xxxxx XxxxxSpeechIQ Guarantor; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called together with LiveVox International Guarantor, the “Borrowers” and each individually, a “BorrowerGuarantors”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (LiveVox Holdings, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance A FORM OF NOTE Exhibit B-1 Form of Borrowing Base Certificate B FORM OF JOINDER AGREEMENT Exhibit C-1 Form of Compliance Certificate C FORM OF REQUEST FOR LOAN Exhibit I-1 Form of Imported Goods Agreement D FORM OF AVAILABILITY CERTIFICATE Exhibit L-1 Form of LIBOR Notice E FORM OF COMPLIANCE CERTIFICATE Exhibit F FORM OF ASSIGNMENT AND ACCEPTANCE AGREEMENT Exhibit G FORM OF SUBSIDIARY BORROWER RELEASE Schedule A-1 Agent’s Account 1.1-A LENDERS AND COMMITMENTS Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 1.1-B DISQUALIFIED LENDERS Schedule 5.1 Financial Statements, Reports, Certificates INITIAL UNENCUMBERED ASSETS Schedule 5.2 Collateral Reporting 6.3 LIST OF ALL ENCUMBRANCES ON ASSETS Schedule 6.6 Nature of Business 6.5 NO MATERIAL CHANGES Schedule 6.7 PENDING LITIGATION Schedule 6.20 ENVIRONMENTAL MATTERS Schedule 6.21(a) PARENT BORROWER SUBSIDIARIES Schedule 6.23 PROPERTY CONDITION; OPTIONS Schedule 8.1 SPECIFIED INDEBTEDNESS Schedule 8.14 MANAGEMENT FEES Schedule 19 NOTICE ADDRESSES THIS CREDIT TERM LOAN AGREEMENT (this “Agreement”), is entered into made as of October 28the 20th day of November, 20102017, by and among the lenders identified on the signature pages hereof (each of such lendersINDEPENDENCE REALTY OPERATING PARTNERSHIP, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLCLP, a Delaware limited liability companypartnership (“Parent Borrower”), the Subsidiary Borrowers party hereto from time to time, KEYBANK NATIONAL ASSOCIATION (together with any successor in interest, “KeyBank”), as an initial Lender, the other lending institutions which are parties to this Agreement as “Lenders”, the other lending institutions that may become parties hereto pursuant to §18 and KEYBANK NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPwith CAPITAL ONE, LIMITEDNATIONAL ASSOCIATION and THE HUNTINGTON NATIONAL BANK, a Delaware corporation as Co-Syndication Agents (collectively, ParentSyndication Agents”), KEYBANK CAPITAL MARKETS, CAPITAL ONE, NATIONAL ASSOCIATION and HAMPSHIRE DESIGNERSTHE HUNTINGTON NATIONAL BANK as Joint Bookrunners (collectively, INC.“Bookrunners”) and KEYBANK CAPITAL MARKETS, a Delaware corporation CAPITAL ONE, NATIONAL ASSOCIATION and THE HUNTINGTON NATIONAL BANK, as Joint Lead Arrangers (collectively, Hampshire DesignersArrangers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Term Loan Agreement (Independence Realty Trust, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations E-2 Existing Letters of Credit Schedule E-3 Concentration Limits Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.19 Employee and Labor Matters Schedule 4.24 Location of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 5.16 Post-Closing Matters THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28July 11, 20102013, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX WXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and permitted assigns in such capacity, “Agent”), WXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as lead arranger (in such capacity, together with its successors and assigns in such capacity, the Lead Arranger”), WXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as book runner (in such capacity, together with its successors and assigns in such capacity, the “Book Runner”), BMO HXXXXX BANK N.A., a national banking association, as syndication agent (in such capacity, together with its successors and assigns in such capacity, the “Syndication Agent”), HAMPSHIRE GROUP, LIMITEDACCURIDE CORPORATION, a Delaware corporation (“ParentAccuride”), and HAMPSHIRE DESIGNERSthe Subsidiaries of Accuride identified on the signature pages hereof (such Subsidiaries, INC.together with Accuride, are referred to hereinafter each individually as a Delaware corporation (Hampshire DesignersBorrower), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXXindividually and collectively, LLCjointly and severally, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Accuride Corp)

Exhibits and Schedules. Defined Terms Exhibit A-1 A Real Property Legal Description Exhibit B Landlord Personal Property Exhibit C Fair Market Rental Exhibit D Intentionally Deleted Exhibit E Financial, Management and Regulatory Reports Exhibit F Restrictive Covenants Exhibit G Combination of Leases and New Leases; Proportionate Shares Exhibit H Intentionally Deleted Exhibit I Intentionally Deleted Exhibit J Form of Assignment Subordination of Management Agreement Exhibit K Sale Facilities Exhibit L Facility Information Schedule 1 Authorizations and Acceptance Exhibit B-1 Licensed Units/Beds Schedule 1A Existing Leases and Existing ARLs/Documents Schedule 2.3.1 Site Specific Provisions Schedule 2.3.5 Rent Credit Schedule 4.1.5 [Reserved] Schedule 4.1.6 [Reserved] Schedule 4.6 Facilities Previously Under Existing Lease with no Vehicle Conveyance Schedule 5.3 Affiliate Management Agreements Schedule 5.10.1 Illustrative Example of Upgrade Expenditures Provisions Schedule 6.3.5 Form of Borrowing Base Officer’s Certificate Exhibit C-1 for Revenue Enhancing Projects Schedule 6.5.5.9 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Guaranty Reaffirmation Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT 7.2.7 This MASTER LEASE AND SECURITY AGREEMENT (this “AgreementLease), ) is entered into as of October 28April 26, 2010, 2018 (the “Effective Date”) by and among between each of the lenders entities identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter Schedule 1 as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders Landlord (in such capacity, together with its successors individually and assigns in such capacitycollectively, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“ParentLandlord”), and HAMPSHIRE DESIGNERSeach of the entities identified on Schedule 1 as a Tenant (individually and collectively, INC., a Delaware corporation (Hampshire DesignersTenant”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Master Lease and Security Agreement (Brookdale Senior Living Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 F-1 Eligible Inventory Locations Foreign Account Debtors Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral S-1 Sales Support Services Agreements Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.7 Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 4.20 Taxes Schedule 4.25 Locations of Inventory and Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28April 3, 20102009, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEFOOTHILL, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSPOWERWAVE TECHNOLOGIES, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Powerwave Technologies Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons 's Accounts Schedule C-1 Commitments Schedule D-1 Designated Account Accounts Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments E-2 Eligible Equipment Locations (Eligible Capex Equipment) Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions E-3 Eligible Equipment Locations (Eligible Fixed Asset Equipment) Schedule R-1 Real Property Collateral Schedule 1.1 Definitions P-1 Permitted Liens Schedule 3.1 Conditions Precedent 2.8(a) Cash Management Banks Schedule 3.6 Conditions Subsequent 5.5 Locations of Inventory and Equipment Schedule 4.1(b) Capitalization 5.7 Chief Executive Office; FEIN Schedule 4.1(c5.8(b) Capitalization of Subsidiaries Companies Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 5.10 Litigation Schedule 4.12 5.13 Employee Benefits Schedule 5.14 Environmental Matters Schedule 4.13 5.16 Intellectual Property Schedule 4.14 Leases Schedule 4.15 5.18 Demand Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 5.20 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 14.1 Proposed Assignees Requiring Borrowers' Consent THIS CREDIT LOAN AND SECURITY AGREEMENT (this "Agreement"), is entered into as of October 28December 11, 20102002, by between and among among, on the one hand, the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a "Lender" and collectively as the "Lenders"), CONGRESS FINANCIAL CORPORATION (SOUTHERN), a Georgia corporation, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as documentation agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “"Documentation Agent"), HAMPSHIRE GROUPand FOOTHILL CAPITAL CORPORATION, LIMITEDa California corporation, as the arranger and administrative agent for the Lenders ("Agent"), and, on the other hand, ALPINE HOLDCO INC., a Delaware corporation ("Parent"), and HAMPSHIRE DESIGNERSDNE TECHNOLOGIES, INC., a Delaware corporation (“Hampshire Designers”"Technologies"), ITEM-EYESDNE MANUFACTURING AND SERVICE COMPANY, a Delaware corporation ("Manufacturing"), ESSEX ELECTRIC INC., a Delaware corporation ("Electric"; Parent, Technologies, Manufacturing and Electric are referred to hereinafter each individually as a "Borrower", and individually and collectively, jointly and severally, as the "Borrowers") and DNE SYSTEMS, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, "Systems"; Systems is also referred to hereinafter as a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”"Credit Party"). The parties agree as follows:

Appears in 1 contract

Samples: Loan and Security Agreement (Alpine Group Inc /De/)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods G-1 — Amended and Restated Disclosure Schedules to Guaranty and Security Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 — Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b4.1 (b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization — Subscriptions, Options, Warrants, Calls Schedule 4.6(b4.6 Schedule 14.10(b) Chief Executive Offices — — Litigation Canadian Employee Plan Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.11 — Environmental Matters Schedule 4.13 4.14 — Permitted Indebtedness Schedule 4.24 — Location of Inventory Schedule 4.29 — Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 — Nature of Business DM3\7893162.1DM3\7893162.7 THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28July 27, 20102018, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association (“Xxxxx Fargo”), as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPthe financial institutions who are or hereafter become parties to this Agreement as lenders (together with Xxxxx Fargo, LIMITEDcollectively the “Lenders”, and each individually, a “Lender”), SEASPINE HOLDINGS CORPORATION, a Delaware corporation (“Parent”), as Parent and HAMPSHIRE DESIGNERSas Guarantor, SEASPINEPROJECT MAPLE LEAF HOLDINGS ULC, an unlimited liability company organized under the laws of British Columbia (“Maple Leaf”; together with Parent, individually and collectively “Guarantor”), SEASPINE ORTHOPEDICS CORPORATION, a Delaware corporation (“SeaSpine Orthopedics“), SEASPINE, INC., a Delaware corporation (“Hampshire DesignersSeaSpine Inc.”), ITEM-EYESISOTIS, INC., a Delaware corporation (“Item-EyesIsoTis Inc.”), and XXXXX XXXXX, SEASPINE SALES LLC, a Delaware limited liability company (“Xxxxx XxxxxSeaSpine Sales”), THEKEN SPINE, LLC, an Ohio limited liability company (“Theken Spine”), and ISOTIS ORTHOBIOLOGICS, INC., a Washington corporation (“IsoTis OrthoBiologics”), SEASPINE ORTHOPEDICS INTERMEDIATECO, INC., a Delaware corporation (“SeaSpine Ortho Intermediate”), 7D SURGICAL USA INC., a Delaware corporation (“7D USA”), 7D SURGICAL ULC, an unlimited liability company organized under the laws of British Columbia (“7D Canada”; Hampshire Designerstogether with SeaSpine Orthopedics, Item-Eyes SeaSpine Inc., IsoTis Inc., Theken Spine, and Xxxxx Xxxxx SeaSpine Sales, IsoTis OrthoBiologics, SeaSpine Ortho Intermediate and 7D USA are herein collectively called the “Borrowers” and referred to hereinafter each individually, individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”). The parties agree as follows:.

Appears in 1 contract

Samples: Credit Agreement (SeaSpine Holdings Corp)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Australian Commitment Reallocation Notice Exhibit B-3 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of U.S. Perfection Certificate Exhibit P-2 Form of Australian Perfection Certificate Schedule 1.1 Definitions Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule A-3 Competitors Schedule C-1 Revolver Commitments Schedule D-1 U.S. Designated Account Schedule D-2 Australian Designated Account Schedule E-1 Eligible Inventory Locations Existing Hedge Obligations Schedule E-2 Existing Letters of Credit Schedule E-3 Excluded Subsidiary Indebtedness Schedule I-1 Immaterial Subsidiaries Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions P-4 Permitted Indebtedness Schedule 3.1 Conditions Precedent Schedule 3.6 3.7 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.16(a) ADI Accounts Schedule 5.16(b) Deposit Accounts Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”)AMENDED AND RESTATED SYNDICATED FACILITY AGREEMENT, is entered into dated as of October March 30, 2015 and amended and restated as of February 28, 2010, 2018 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK OF AMERICA, LLC, a Delaware limited liability companyN.A., as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPBANK OF AMERICA, LIMITEDN.A., a Delaware as Australian security trustee (in such capacity, together with its successors and assigns in such capacity, “Australian Security Trustee”), CLEVELAND-CLIFFS INC., an Ohio corporation (“Parent”), and HAMPSHIRE DESIGNERSthe Subsidiaries of Parent identified on the signature pages hereof (such Subsidiaries, INC.together with Parent, a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and referred to hereinafter each individually, individually as a “Borrower”, and individually and collectively as the “Borrowers”). The parties agree as follows:.

Appears in 1 contract

Samples: Syndicated Facility Agreement (Cleveland-Cliffs Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Historical EBITDA Numbers Schedule P-1 Permitted Investments Indebtedness Schedule P-2 Permitted Liens Investments Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Liens Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28September 30, 20102016, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERSORASURE TECHNOLOGIES, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-EyesOraSure”), and XXXXX XXXXXthose additional Persons that are joined as a party hereto by executing Additional Documents pursuant to Section 5.12 hereof (together with OraSure, LLCreferred to hereinafter each individually as a “Borrower”, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designersand individually and collectively, Item-Eyes jointly and Xxxxx Xxxxx are herein collectively called severally, as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Orasure Technologies Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Letter Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR SOFR Notice Schedule A-1 Agent’s Agent Payment Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 E-1Schedule E-2 Eligible Inventory Locations LocationsEligible Real Property Schedule E-3Schedule E-4 Existing Letters of CreditForeign Account Debtor Jurisdictions Schedule F-1 Freight Forwarders Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers DOCPROPERTY "DocID" \* MERGEFORMAT 7221123.9 - v - Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(a) Litigation Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 4.20 Taxes Schedule 4.24 Union Representation Schedule 4.31(a) Third Party Locations Schedule 4.31(b) Locations of Inventory and Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 5.2Schedule 5.21 Collateral Reporting ReportingPost-Closing Matters Schedule 6.6 Nature of Business DOCPROPERTY "DocID" \* MERGEFORMAT 7221123.9 - vi - THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28April 26, 20102016, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITEDVOXX ACCESSORIES CORP., a Delaware corporation (“ParentACC”), and HAMPSHIRE DESIGNERSVOXX ELECTRONICS CORP., a Delaware corporation (“AEC”), CODE SYSTEMS, INC., a Delaware corporation (“Hampshire DesignersCSI”), ITEM-EYES, INVISION AUTOMOTIVE SYSTEMS INC., a Delaware corporation (“Item-EyesIAS”), and XXXXX XXXXXKLIPSCH GROUP, INC., an Indiana corporation (“Klipsch”), VSM-ROSTRA LLC, a Delaware limited liability company (“Xxxxx XxxxxVSM; Hampshire Designers), Item-Eyes VOXX DEI LLC, a Delaware limited liability company (“Voxx DEI”) and Xxxxx Xxxxx 11 TRADING COMPANY LLC, a Delaware limited liability company (“11 Trading”, together with ACC, AEC, CSI, IAS, Klipsch, VSM and Voxx DEI are herein collectively called the “Borrowers” and referred to hereinafter each individually, individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”) and VOXX INTERNATIONAL CORPORATION, Delaware corporation (“Parent”). The parties agree as follows:.

Appears in 1 contract

Samples: Credit Agreement (VOXX International Corp)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 J-1 Form of Imported Goods Agreement Joinder Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property 4.14 Permitted Indebtedness Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 4.20 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 4.25 Location of Inventory Books and Records Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business -vi- THIS CREDIT AGREEMENT (this “Agreement”)AGREEMENT, is entered into as of October 28December 29, 20102017, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association (“WFB”), as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPJPMORGAN CHASE BANK, LIMITED, a Delaware corporation N.A. (“ParentJPM”), XXXXXX XXXXXXX SENIOR FUNDING, INC. (“MSSF”), and HAMPSHIRE DESIGNERSWFB, as joint lead arrangers (in such capacities, together with their respective successors and assigns in such capacity, individually, each, a “Joint Lead Arranger” and collectively, the “Joint Lead Arrangers”), JPM, MSSF, and WFB, as joint book runners (in such capacities, together with their respective successors and assigns in such capacity, individually, each, a “Joint Book Runner” and collectively, the “Joint Book Runners”), PANDORA MEDIA, INC., a Delaware corporation (“Hampshire DesignersPandora”), ITEM-EYES, INC., a Delaware corporation (the Subsidiaries of Pandora identified on the signature pages hereof as Item-EyesBorrowers), and XXXXX XXXXXthose additional entities that hereafter become parties hereto as Borrowers in accordance with the terms hereof by executing the form of Joinder attached hereto as Exhibit J-1 (together with Pandora, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individuallyeach, a “Borrower” and individually and collectively, jointly and severally, the “Borrowers”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Pandora Media, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 B-2 Form of Bank Product Provider Agreement Exhibit D-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Intercreditor Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Administrative Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral E-2 Existing Letters of Credit Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent 4.3 Governmental Approvals; No Conflicts Schedule 3.6 Conditions Subsequent 4.5 Properties Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental 4.6 Disclosed Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Insurance Schedule 4.15 Deposit Accounts Capitalization and Securities Accounts Subsidiaries; Joint Venture; Partnership Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations 5.15 Location of Inventory Schedule 5.1 Financial Statements, Reports, Certificates 5.16 Post-Closing Security Perfection Schedule 5.2 Collateral Reporting 6.1 Existing Indebtedness Schedule 6.6 Nature of Business 6.2 Existing Liens Schedule 6.4 Existing Investments Schedule 6.10 Restrictive Agreements THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 285, 20102015, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Administrative Agent”), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION, a Delaware corporation national banking association, and X.X. XXXXXX SECURITIES LLC, as joint lead arrangers (in such capacity, together with their successors and assigns in such capacity, the ParentJoint Lead Arrangers”) and as joint book runners (in such capacity, together with their successors and assigns in such capacity, the “Joint Book Runners”), XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, and HAMPSHIRE DESIGNERSJPMORGAN CHASE BANK, N.A., a national banking association, as co-syndication agents (in such capacity, together with their successors and assigns in such capacity, the “Co-Syndication Agents”), BANK OF AMERICA, N.A., a national banking association, and SUNTRUST BANK, a Georgia banking corporation, as co-documentation agents (in such capacity, together with their successors and assigns in such capacity, the “Co-Documentation Agents”), ANIXTER INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-EyesAnixter”), and XXXXX XXXXXeach of the Subsidiaries of Anixter identified on the signature pages hereof or otherwise party hereto as a “Borrower,” including, LLCwithout limitation, each Target that becomes a Delaware limited liability company Domestic Subsidiary effective upon consummation of the HD Supply Acquisition (such Subsidiaries, together with Anixter, are referred to hereinafter each individually as a Xxxxx Xxxxx”; Hampshire DesignersBorrower” and individually and collectively, Item-Eyes jointly and Xxxxx Xxxxx are herein collectively called severally, as the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Anixter International Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance A FORM OF REVOLVING CREDIT NOTE Exhibit B-1 Form of Borrowing Base Certificate B FORM OF SWING LOAN NOTE Exhibit C-1 Form of Compliance Certificate C FORM OF JOINDER AGREEMENT Exhibit I-1 Form of Imported Goods Agreement D FORM OF REQUEST FOR LOAN Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral E FORM OF LETTER OF CREDIT REQUEST Exhibit F FORM OF LETTER OF CREDIT APPLICATION Exhibit G FORM OF COMPLIANCE CERTIFICATE Exhibit H FORM OF GUARANTY Exhibit I FORM OF ASSIGNMENT AND ACCEPTANCE AGREEMENT Exhibit J FORM OF CONTRIBUTION AGREEMENT Exhibits K FORMS OF U.S. TAX COMPLIANCE CERTIFICATES Schedule 1.1 Definitions LENDERS AND COMMITMENTS Schedule 3.1 Conditions Precedent 1.2 INITIAL UNENCUMBERED PROPERTIES Schedule 3.6 Conditions Subsequent 1.3 EXISTING CREDIT FACILITIES Schedule 4.1(b1.4 EXISTING LETTERS OF CREDIT Schedule 6.3 LIST OF ALL ENCUMBRANCES ON ASSETS Schedule 6.5 NO MATERIAL CHANGES Schedule 6.18(a) Capitalization BORROWER’S SUBSIDIARIES Schedule 4.1(c6.18(b) Capitalization of Subsidiaries UNCONSOLIDATED ENTITIES OF BORROWER AND ITS SUBSIDIARIES Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business 7.18 EXISTING INDEBTEDNESS THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), ) is entered into made as of October 28the 15th day of October, 20102015, by and among the lenders identified on the signature pages hereof (each of such lendersMID-AMERICA APARTMENTS, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLCL.P., a Delaware Tennessee limited liability company, as agent for partnership (the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”), and HAMPSHIRE DESIGNERS, INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The , KEYBANK NATIONAL ASSOCIATION (“KeyBank”) and the other Lenders (as defined herein), and the other lending institutions that may become parties agree hereto pursuant to §18, and KEYBANK NATIONAL ASSOCIATION, as follows:Agent for the Lenders.

Appears in 1 contract

Samples: Credit Agreement (Mid-America Apartments, L.P.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Letter Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement IP Reporting Certificate Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s 's Account Schedule A-2 Authorized Persons Schedule C-1 Revolver Commitments Schedule D-1 Designated Account Schedule E-1 Locations of Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower's Subsidiaries Schedule 4.5 Disposition of Assets Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Material Litigation Schedule 4.9 Material Adverse Changes Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Designated Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 4.27 Locations of Inventory and Equipment Schedule 4.32 Intellectual Property Claims Schedule 4.33 Defaults Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28September 23, 20102011, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”)) and collateral agent and sole lead arranger for the Lenders, and HAMPSHIRE DESIGNERS, THQ INC., a Delaware corporation (“Hampshire Designers”), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (THQ Inc)

Exhibits and Schedules. Exhibit A-1 EXHIBIT A Form of Borrowing Notice EXHIBIT B-1 Form of Rated Note EXHIBIT B-2 Form of Unrated Note EXHIBIT C Form of Monthly Report EXHIBIT D List of Offices of Borrower where Records are Kept EXHIBIT E List of Closing Documents EXHIBIT F Form of Assignment and Acceptance Exhibit B-1 EXHIBIT G Form of Borrowing Base Certificate Exhibit C-1 Joinder Agreement EXHIBIT H Form of Compliance Certificate Exhibit I-1 Form Custodial Agreement EXHIBIT I HDI Credit Agreement SCHEDULE I Lender Groups SCHEDULE II Notice Addresses This LOAN AND SERVICING AGREEMENT dated as of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial StatementsApril 30, Reports2009 is among HARLEY-DAVIDSON WAREHOUSE FUNDING CORP., Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT a Nevada corporation (this the AgreementBorrower”), is entered into as of October 28, 2010, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCE, LLCHARLEY-DAVIDSON CREDIT CORP., a Delaware limited liability company, Nevada corporation (“HDCC” and as agent for the Lenders (in such capacityinitial servicer, together with its successors and assigns in such capacitypermitted assigns, the AgentServicer”), HAMPSHIRE GROUPCERTAIN FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY HERETO AS CONDUIT LENDERS, LIMITEDCERTAIN FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY HERETO AS COMMITTED LENDERS, a Delaware corporation CERTAIN FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY HERETO AS ADMINISTRATIVE AGENTS, JPMORGAN CHASE BANK, N.A. (“ParentJPMorgan), ) as the Program Agent and HAMPSHIRE DESIGNERSJPMORGAN and CITICORP NORTH AMERICA, INC., a Delaware corporation . (“Hampshire DesignersCNAI), ITEM-EYES, INC) as the Syndication Agents. Capitalized terms used herein shall have the meanings specified in Section 1.01., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Loan and Servicing Agreement (Harley Davidson Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Products Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Advances Commitments and Term Loan Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Petroleum Inventory Locations Schedule E-2 Eligible Carriers Schedule E-3 Certain Account Debtors Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrowers Schedule 4.1(c) Capitalization of Borrowers’ Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims 4.7 Material Litigation Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 4.14 Intellectual Property Schedule 4.14 Leases Schedule 4.15 4.16 Deposit Accounts and Securities Accounts Schedule 4.17 4.18 Material Contracts Schedule 4.19 4.20 Permitted Indebtedness Schedule 4.30 Locations of Inventory and Equipment Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Reporting; Compliance Certificate Schedule 6.6 Nature of Business Schedule 7 Fixed Charge Covenant Ratio Testing Trigger THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28January 16, 20102014, by and among DELEK REFINING, INC., a Delaware corporation (“Parent”), DELEK REFINING, LTD., a Texas limited partnership (“Delek Refining” and, together with any other Person that may from time to time become a party hereto as a Borrower, individually each, a “Borrower and collectively, “Borrowers”), the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLC, a Delaware limited liability companyNATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPXXXXX FARGO BANK, LIMITEDNATIONAL ASSOCIATION and BANK OF AMERICA, N.A., as Co-Collateral Agents (in such capacity, together with their successors and assigns in such capacity, each a Delaware corporation “Co-Collateral Agent” and collectively, “Co-Collateral Agents), XXXXX FARGO BANK, NATIONAL ASSOCIATION, MERRILL, LYNCH, XXXXXX, XXXXXX & XXXXX INCORPORATED, RBC CAPITAL MARKETS (“Parent”the brand name for the capital markets activities of Royal Bank of Canada and its affiliates), and HAMPSHIRE DESIGNERSREGIONS BANK, INC.as Joint Lead Arrangers and Joint Bookrunners, a Delaware corporation (“Hampshire Designers”)BANK OF AMERICA, ITEMN.A., as Syndication Agent and ROYAL BANK OF CANADA and REGIONS BANK, as Co-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”)Documentation Agents. The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Delek US Holdings, Inc.)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement IP Reporting Certificate Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Exhibit T-1 Form of U.S Tax Compliance Certificate (Section 16.2(a)(i)) Exhibit T-2 Form of U.S Tax Compliance Certificate (Section 16.2(a)(iv) – option 1) Exhibit T-3 Form of U.S Tax Compliance Certificate (Section 16.2(a)(iv) – option 2) Exhibit T-4 Form of U.S Tax Compliance Certificate (Section 16.2(a)(iv) – option 3) Schedule A-1 Agent’s 's Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account Schedule E-1 Eligible Inventory Locations Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower's Subsidiaries Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants, Calls Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory 4.22 Privacy and Information Security Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business THIS THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this "Agreement"), is entered into as of October 28December 31, 20102019, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a "Lender", as that term is hereinafter further defined), XXXXX WXXXX FARGO CAPITAL FINANCEBANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, "Agent”), HAMPSHIRE GROUP, LIMITED, a Delaware corporation (“Parent”"), and HAMPSHIRE DESIGNERSASURE SOFTWARE, INC., a Delaware corporation (“Hampshire Designers”"Borrower"), ITEM-EYES, INC., a Delaware corporation (“Item-Eyes”), and XXXXX XXXXX, LLC, a Delaware limited liability company (“Xxxxx Xxxxx”; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called the “Borrowers” and each individually, a “Borrower”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Asure Software Inc)

Exhibits and Schedules. Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit B-2 Form of Bank Product Provider Agreement Exhibit C-1 Form of Compliance Certificate Exhibit I-1 Form of Imported Goods Agreement Exhibit L-1 Form of LIBOR Notice Exhibit P-1 Form of Perfection Certificate Schedule A-1 Agent’s Account Applicable Accounts Schedule A-2 Authorized Persons Schedule C-1 Commitments and Applicable Designees Schedule C-2 Non-Wholly Owned Loan Parties Schedule D-1 Dutch Designated Account and UK Designated Account Schedule E-1 Eligible Inventory Locations D-2 US Designated Account Schedule G-1 German Designated Account Schedule G-2 German Primary Account Debtor Concentration Limits Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 1.1A Mandatory Costs Schedule 2.17(a) US Deposit Accounts Schedule 2.17(b) Dutch Deposit Accounts Schedule 2.17(c) German Deposit Accounts Schedule 2.17(d) UK Deposit Accounts Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization Schedule 4.1(c) Capitalization of Subsidiaries US Borrower Schedule 4.6(a4.1(d) States of Organization Subscriptions, Options, Warrants and Calls Schedule 4.6(b) Litigation Schedule 4.11 Environmental Matters Schedule 4.14 Permitted Indebtedness Schedule 4.23 Location of Tangible Property and Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) Litigation Schedule 4.12 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 Permitted Indebtedness Schedule 4.30 Locations of Inventory Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.2 Collateral Reporting Schedule 6.6 Nature of Business THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28May 7, 20102012, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEBANK, LLCN.A., a Delaware limited liability companynational banking association, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUPas lead arranger (in such capacity, LIMITEDtogether with their successors and assigns in such capacity, a Delaware corporation (the ParentLead Arranger”), as sole book runner (in such capacity, together with its successors and HAMPSHIRE DESIGNERSassigns in such capacity, the “Sole Book Runner”), as UK security trustee (in such capacity, together with its successors and assigns in such capacity, the “UK Security Trustee”), CIBER, INC., a Delaware corporation (the Hampshire DesignersUS Borrower”), ITEM-EYES, INCCIBER UK LTD., a Delaware corporation limited company incorporated in England and Wales with company number 02623681 (“Item-EyesCIBER UK”), CIBER EUROPE LIMITED, a limited company incorporated in England and Wales with company number 02904897 (“CIBER Europe”; together with CIBER UK, each a “UK Borrower” and collectively, “UK Borrowers”), CIBER INTERNATIONAL B.V., a besloten vennootschap met beperkte aansprakelijkheid organized under the laws of the Netherlands (“CIBER International”), CIBER NEDERLAND B.V., a besloten vennootschap met beperkte aansprakelijkheid organized under the laws of the Netherlands (“CIBER Nederland” together with CIBER International, each a “Dutch Borrower” and collectively, the “Dutch Borrowers”), CIBER HOLDING GMBH, a Gesellschaft mit beschränkter Haftung organized under the laws of Germany (“CIBER Holding Germany”), TOPCONTRACTS GMBH, a Gesellschaft mit beschränkter Haftung organized under the laws of Germany (“topcontracts Germany”), CIBER AG, an Aktiengesellschaft organized under the laws of Germany (“CIBER AG”), and XXXXX XXXXX, LLCCIBER MANAGED SERVICES GMBH, a Delaware limited liability company Gesellschaft mit beschränkter Haftung organized under the laws of Germany (“Xxxxx Xxxxx”; Hampshire DesignersCIBER Managed Services” and collectively with CIBER Holding Germany, Item-Eyes topcontracts Germany and Xxxxx Xxxxx are herein collectively called CIBER AG, each a “German Borrower” and collectively, the “German Borrowers”). UK Borrowers, Dutch Borrowers and German Borrowers are referred to hereinafter each individually as a “European Borrower” and collectively as the “European Borrowers”. US Borrower and European Borrowers are referred to hereinafter each individually, individually as a “Borrower” and collectively as “Borrowers). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Ciber Inc)

Exhibits and Schedules. Exhibit 2.1 Form of Revolving Loan Note Exhibit 2.3 Form of Term Loan Note Exhibit 2.4(a) Form of Swing Loan Note Exhibit A-1 Form of Assignment and Acceptance Exhibit B-1 Form of Borrowing Base Certificate Exhibit C-1 Form of Compliance Certificate Exhibit C-2 Form of Early Election Certificate Exhibit I-1 Form of Imported Goods Agreement IP Reporting Certificate Exhibit L-1 P-1 Form of LIBOR Notice Perfection Certificate Exhibit 3.1(o) Form of Financial Condition Certificate Schedule A-1 Agent’s Account Schedule A-2 Authorized Persons Schedule C-1 Commitments Schedule D-1 Designated Account C-2 Competitors Schedule E-1 Eligible Inventory Locations I-1 Ineligible Institutions Schedule P-1 Permitted Investments Schedule P-2 Permitted Liens Schedule P-3 Permitted Art Dispositions Schedule R-1 Real Property Collateral Schedule 1.1 Definitions Schedule 3.1 Conditions Precedent Schedule 3.6 Conditions Subsequent Schedule 4.1(b) Capitalization of Borrower Schedule 4.1(c) Capitalization of Borrower’s Subsidiaries Schedule 4.6(a) States of Organization Schedule 4.6(b) Chief Executive Offices Schedule 4.6(c) Organizational Identification Numbers Schedule 4.6(d) Commercial Tort Claims Schedule 4.7(b) 4.6 Litigation Schedule 4.12 4.11 Environmental Matters Schedule 4.13 Intellectual Property Schedule 4.14 Leases Schedule 4.15 Deposit Accounts and Securities Accounts Schedule 4.17 Material Contracts Schedule 4.19 4.14 Permitted Indebtedness Schedule 4.30 Locations 4.16 Payment of Inventory Taxes Schedule 5.1 Financial Statements, Reports, Certificates Schedule 5.1(d) Billing Systems Schedule 5.2 Collateral Reporting Schedule 6.6 6.5 Nature of Business 074658.16087/130783594v.4 THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28November 7, 20102016, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective its successors and permitted assigns, are is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), XXXXX FARGO CAPITAL FINANCEPNC BANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability companynational banking association, as administrative agent for each member of the Lenders Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), HAMPSHIRE GROUP, LIMITEDLIVEVOX INTERMEDIATE LLC, a Delaware corporation limited liability company (f/k/a LiveVox Holdings, Inc.) (“Parent”), and HAMPSHIRE DESIGNERSLIVEVOX, INC., a Delaware corporation (“Hampshire DesignersBorrower”), ITEM-EYESENGAGE HOLDINGS, LLC, an Ohio limited liability company (“Engage Guarantor”), LIVEVOX INTERNATIONAL, INC., a Delaware corporation (“Item-EyesLiveVox International Guarantor”), and XXXXX XXXXXSPEECHIQ, LLC, a Delaware an Ohio limited liability company (“Xxxxx XxxxxSpeechIQ Guarantor; Hampshire Designers, Item-Eyes and Xxxxx Xxxxx are herein collectively called together with Engage Guarantor and LiveVox International Guarantor, the “Borrowers” and each individually, a “BorrowerGuarantors”). The parties agree as follows:

Appears in 1 contract

Samples: Credit Agreement (LiveVox Holdings, Inc.)

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