Lender Agreement. Each Lender severally agrees, and by making any advance hereunder shall be deemed severally to represent, that: (i) none of the funds made available by such Lender with respect to any Revolving Credit Loan constitute “plan assets” within the meaning of 29 C.F.R. Section 2510.3-101, (ii) it qualifies as a Professional Market Party and (iii) under Applicable Law in effect as of the Restatement Date (or such later date on which such Lender becomes a Lender hereunder), except as otherwise disclosed to the Parent Borrower in writing prior to any such date, it has the full power and authority to make Loans and other Extensions of Credit into the jurisdictions and in the currencies made available in its Class. If the representation set forth in clause (iii) above proves to be false as of the date on which it is made for any Lender, then such Lender will, at no expense to the Credit Parties, promptly (A) give written notice thereof to the Administrative Agent and the Parent Borrower, and (B) either obtain a replacement commitment from an Assignee pursuant to Section 13.8.2 that is authorized to lend in all such jurisdictions and currencies made available in its Class or arrange for another Lender or other financial institution to make or continue Loans on behalf of such Lender, in each case reasonably acceptable to the Parent Borrower and the Administrative Agent. The remedy set forth in Section 4.7.6 shall be the Credit Parties’ sole and exclusive remedy for any Lender’s breach of the representation set forth in clause (ii) or (iii) above. For the avoidance of doubt, nothing in this Section 2.1.3 shall be deemed to be in derogation of the rights and obligations of any Lender or Credit Party under Section 4.7.2(b).
Lender Agreement. All references to the Credit Agreement in the Credit Agreement, the other Lender Agreements or any other document shall be deemed to refer to the Credit Agreement as amended hereby. This Third Amendment to Amended and Restated Credit Agreement shall be a Lender Agreement and shall be governed by and construed and enforced under the laws of The Commonwealth of Massachusetts.
Lender Agreement. Subject to the terms and conditions set forth in this Agreement, (i) Lender hereby agrees to advance Tranches of the Loan to Borrower from time to time until the Loan has been fully funded, in an aggregate principal amount which shall not exceed the Loan Commitment at any time, and (ii) Lender shall disburse Loan proceeds as described in Section 2.1.
Lender Agreement. Each of the Lenders agrees that, for a period from the date hereof and ending on the earlier of (i) Closing (as defined in the Arrangement Agreement), (ii) termination of the Arrangement Agreement, and (iii) April 30, 2016, it shall not short the securities of Pozen or Tribute. In addition, each Lender further agrees that during the ten (10) days immediately preceding the Closing (as defined in the Arrangement Agreement) it shall not trade in the securities of either Pozen or Tribute.
Lender Agreement. (a) Simultaneously with the execution and delivery of this Agreement, the Company is entering into an agreement (the "Loan Discharge Agreement") with Bank One, NA, Intrust Bank, N.A., The Bank of Nova Scotia, Xxxxxx Trust and Savings Bank, The Royal Bank of Scotland PLC, Union Bank of California, N.A., Lloyds TSB Bank PLC (collectively, the "Lenders") and Parent pursuant to which, simultaneously with the consummation of the Offer, the Company will pay the Lenders the "Payoff Amount" (as defined in the Loan Discharge Agreement) and the Lenders will release all of the Company collateral held by the Lenders under the Amended and Restated Credit Agreement dated March 19, 1998 among the Company and the Lenders, as amended to date (as the same may be amended, restated, supplemented or modified, the "Credit Agreement") and provide a complete release and confirmation of the satisfaction of any and all obligations of the Company and its Subsidiaries under the Credit Agreement and all other obligations due the Lenders under any other agreements, including swap agreements, security instruments, mortgages or any other collateral document. The Loan Discharge Agreement is in the form attached as Exhibit A hereto.
Lender Agreement. Each Lender severally agrees, and by making any advance hereunder shall be deemed severally to represent, that none of the funds made available by such Lender with respect to any Revolving Credit Loan or any Competitive Bid Loan constitute "plan assets" within the meaning of 29 C.F.R. Section 2510.3-101.
Lender Agreement. Each Lender severally agrees, and by making any advance hereunder shall be deemed severally to represent, that: (a) none of the funds made available by such Lender with respect to any Revolving Loan constitute “plan assets” within the meaning of 29 C.F.R. Section 2510.3-101 and (b) under Applicable Law in effect as of the Closing Date, it has the full power and authority to make Loans and other Extensions of Credit into the jurisdictions and in the currencies made available for such Revolving Loans. If the representation set forth in clause (b) above at any time proves to be false as of the Closing Date for any Lender, then such Lender will, at no expense to the Credit Parties and prior to such Lender becoming a Defaulting Lender hereunder, (i) promptly give notice thereof to the Administrative Agent and the Company, and (ii) either obtain a replacement commitment from an Eligible Assignee pursuant to Section 10.6 that is authorized to lend in all such jurisdictions and Optional Currencies or arrange for another Lender or other financial institution to make or continue Loans on behalf of such Lender, in each case reasonably acceptable to the Company and the Administrative Agent. The remedy set forth in Section 2.19 shall be the Credit Parties’ sole and exclusive remedy for any Lender’s breach of the representation set forth in clause (b) above.
Lender Agreement. The signed master agreement between RHS and the Lend- er setting forth the Lender’s loan re- sponsibilities for loan processing and servicing guaranteed RH loans. Lender record change. The Lender’s notice to RHS of a change of Lender or a change of servicer.
Lender Agreement. There must be a valid lender agreement on file.
Lender Agreement. For purposes of determining compliance with the conditions specified in this Section 7, each Lender that has signed this Agreement shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender unless the Administrative Agent shall have received notice from such Lender prior to the proposed Closing Date specifying its objection thereto.
