Exiting Banks. Upon the effectiveness of this Amendment and reallocations and assignments set forth in this Section 3, all outstanding amounts due under the Credit Agreement and the other Loan Documents to each of (i) Capital One, National Association, (ii) United Bank National Association and (iii) Deutsche Bank AG New York Branch (collectively, the “Exiting Banks” and each, an “Exiting Bank”) shall be paid in full, and each Exiting Bank shall cease to be a Bank under the Credit Agreement; provided, that the obligations of the Credit Parties under the Loan Documents that are intended to survive any Bank ceasing to be a Bank or a party to any Loan Document shall survive in accordance with their respective terms for the benefit of each Exiting Bank, as applicable.
Exiting Banks. Each of the Banks (as defined in the Original Credit Agreement) which are not continuing as Banks under and for purposes of this Credit Agreement and the other Loan Documents.
Exiting Banks. (a) From and after the Effective Date, (i) each of the Existing Banks that have not entered into this Agreement on the Effective Date (and will not have a Commitment hereunder) (an “Exiting Bank”) shall cease to be a party to this Agreement, (ii) no Exiting Bank shall have any obligations or liabilities under this Agreement with respect to the period from and after the Effective Date and, without limiting the foregoing, no Exiting Bank shall have any Commitment under this Agreement and (iii) no Exiting Bank shall have any rights under this Agreement or any other Loan Paper (other than rights under the Existing Credit Agreement expressly stated to survive the termination of such agreement and the repayment of amounts outstanding thereunder).
(b) Existing Banks hereby waive any requirements for notice of prepayment and the payment of any related prepayment penalties, minimum amounts of prepayments of Loans (as defined in the Existing Credit Agreement), ratable reductions of the commitments of the Banks under the Existing Credit Agreement and ratable payments on account of the principal or interest of any Loan (as defined in the Existing Credit Agreement) under the Existing Credit Agreement to the extent such prepayment, reductions or payments are required pursuant thereto.
Exiting Banks. As of the close of business on December 20, 2002, neither JPMorgan Chase Bank nor Commerzbank AG, New York Branch (each an “Exiting Bank”), shall have any further obligations under, or be a Bank for purposes of, the Credit Agreement. Each Exiting Bank shall, however, be entitled to receive its Commitment Fee through and including December 20, 2002 and all other amounts, if any, owing to it under the Credit Agreement, including, without limitation, any indemnities to which it may become entitled pursuant to Section 12.01 of the Credit Agreement at any time in the future.
Exiting Banks. Each Bank which after the Second Amendment and Restatement Effective Date no longer holds a Commitment (an "Exiting Bank") is executing this Agreement solely for the purpose of acknowledging that its Commitment will terminate on the Second Amendment and Restatement Effective Date upon repayment in full of all amounts owing to it under the Existing Credit Agreement on the Second Amendment and Restatement Effective Date. The modifications effected by this Agreement are being approved by Banks holding 100% of the Commitments after giving effect to termination of the Commitments of the Exiting Banks on the Second Amendment and Restatement Effective Date. On the Second Amendment and Restatement Effective Date, the Borrowers shall effect such borrowings and repayments among the Banks (which need not be pro rata among the Banks) so that, after giving effect thereto, the respective principal amounts of the Committed Rate Loans held by the Banks shall be pro rata according to their respective Commitment Percentages, as amended hereby, the Borrowers being obligated to pay any amounts due pursuant to subsection 2.14 of this Agreement in connection with such prepayments.
Exiting Banks. As of the open of business on April 25, 2003, neither Bayerische Landesbank Girozentrale, New York Branch, nor Deutsche Bank AG, New York and Cayman Islands Branches (each an “Exiting Bank”), shall have any further obligations under, or be a Bank for purposes of, the Credit Agreement. Each Exiting Bank shall, however, be entitled to receive its Commitment Commission to, but excluding, April 25, 2003, and any other amounts, if any, owing to it under the Credit Agreement, including, without limitation, any indemnities it may be entitled to pursuant to Section 12.01 of the Credit Agreement at any time in the future.
Exiting Banks a letter from each of Sun Trust and Rabobank International addressed to the Lead Bank, confirming that no party to the MFA or any Finance Document or Security Document has any further liabilities (actual or contingent) to it in connection with the MFA and/or any Finance Document or Security Document; CONFORMED COPY
Exiting Banks. By its execution of this Seventh Amendment, each Exiting Bank hereby (a) consents to this Seventh Amendment solely in its capacity as an Exiting Bank, and (b) acknowledges and agrees to Section 3 of this Seventh Amendment. Each of the parties hereto hereby agrees and confirms that from and after the Seventh Amendment Effective Date, (i) each Exiting Bank shall cease to be a party to the Credit Agreement, (ii) no Exiting Bank shall have any obligations or liabilities under the Credit Agreement and, without limiting the foregoing, no Exiting Bank shall have any Commitment under the Credit Agreement and (iii) no Exiting Bank shall have any rights under the Credit Agreement or any other Loan Paper (other than rights under the Credit Agreement expressly stated to survive the termination of such agreement and the repayment of amounts outstanding thereunder, including under Sections 2.1(b), 14.3(b) and 14.5 of the Credit Agreement).
Exiting Banks. On the Effective Date, the aggregate unpaid principal amount of the outstanding Loans made by each Exiting Bank under the Existing Credit Agreement and related Promissory Note issued to such Exiting Bank thereunder together with all interest, Commitment Fees and other amounts, if any (less the unused portion of any Letter of Credit Fees previously paid to such Exiting Bank), payable to such Exiting Bank thereunder as of the Effective Date (as to either Exiting Bank, its "Payoff Amount"), shall be repaid in full from the proceeds of Loans made by the Banks, and the Commitments of the Exiting Banks under the Existing Credit Agreement shall terminate. The Company shall give the Agent notice pursuant to Section 2.02 with respect to such Loans. The Agent shall distribute to each Exiting Bank by not later than 3:00 P.M. (Minneapolis time) on the Effective Date out of the proceeds of Loans made for such purpose, the amount required to pay such Exiting Bank's Payoff Amount in full, whereupon: (a)such Exiting Bank shall no longer be a party to the Existing Credit Agreement (except to the extent provided in Section 8.04 thereof with respect to the survival of certain provisions, which shall remain in effect as to the Exiting Banks); and (b) such Exiting Bank shall not be deemed to be a "Bank" for any purpose hereunder.
Exiting Banks. The Bank of Nova Scotia and National Australia Bank Limited (the "Exiting Banks") shall no longer be parties to the Credit Agreement and shall have no further rights, duties or obligations thereunder. National Australia Bank Limited shall no longer be co-documentation agent. JPMorgan Chase Bank shall become co-documentation agent.
