Loan Account and Accounting. (a) Agent, on behalf of the Lenders, shall record on its books and records the amount of each Loan made, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. Agent shall deliver to the Borrower Representative on a monthly basis a loan statement setting forth such record for the immediately preceding calendar month. Such record shall, absent manifest error, be conclusive evidence of the amount of the Loans made by the Lenders to the Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so, or any failure to deliver such loan statement shall not, however, limit or otherwise affect the obligation of the Borrowers hereunder (and under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against Agent. (b) Agent, acting as a non-fiduciary agent of the Borrowers solely for tax purposes and solely with respect to the actions described in this Section 1.12(b), shall establish and maintain at its address referred to in Annex I (or at such other address as Agent may notify the Borrower Representative) (A) a record of ownership (the “Register”) in which Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of Agent, each Lender and each L/C Issuer in the Revolving Loans, Swing Loans and Letter of Credit Obligations, each of their obligations under this Agreement to participate in each Loan, Letter of Credit and Letter of Credit Obligations, and any assignment of any such interest, obligation or right and (B) accounts in the Register in accordance with its usual practice in which it shall record (1) the names and addresses of the Lenders and the L/C Issuers (and each change thereto pursuant to Sections 9.1 and 9.10(d)), (2) the Commitments of each Lender, (3) the amount of each Loan and each funding of any participation described in clause (A) above, and for LIBOR Loans, the LIBOR Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the reimbursement obligations owed to each L/C Issuer in respect of Letters of Credit and (6) any other payment received by Agent from any Borrower and its application to the Obligations. (c) Notwithstanding anything to the contrary contained in this Agreement, the Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in Letter of Credit Obligations and Swing Loans) and the reimbursement obligations in respect of Letters of Credit are registered obligations, the right, title and interest of the Lenders and the L/C Issuers and their assignees in and to such Loans or reimbursement obligations, as the case may be, shall be transferable only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.12 and Section 9.1 shall be construed so that the Loans and reimbursement obligations in respect of Letters of Credit are at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the Code. (d) The Credit Parties, Agent, the Lenders and the L/C Issuers shall treat each Person whose name is recorded in the Register as a Lender or L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any Lender or any L/C Issuer shall be available for access by the Borrower Representative, Agent, such Lender or such L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No Lender or L/C Issuer shall, in such capacity, have access to or be otherwise permitted to review any information in the Register other than information with respect to such Lender or L/C Issuer unless otherwise agreed by the Agent.
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Samples: Credit Agreement (H&E Equipment Services, Inc.), Credit Agreement (H&E Equipment Services, Inc.)
Loan Account and Accounting. Each of Agent and Revolving Credit Agent --------------------------- shall maintain a loan account (aeach, a "Loan Account") Agent, on behalf of the Lenders, shall record on its books to record: ------------ all Revolving Credit Advances (in the case of the Revolving Credit Agent) and records all Term Loan Advances (in the amount case of each Loan made, the interest rate applicableAgent), all payments of principal made to it by Borrower, and interest thereon all other debits and credits as provided in this Agreement with respect to the principal balance thereof Loans or any other Obligations. All entries in a Loan Account shall be made in accordance with Agent's or Revolving Credit Agent's, as the case may be, customary accounting practices as in effect from time to time outstandingtime. Agent shall deliver to The balance in the Borrower Representative Loan Accounts, as recorded on a monthly basis a loan statement setting forth such record for the immediately preceding calendar month. Such record Agent's and Revolving Credit Agent's most recent printout or other written statement, shall, absent manifest error, be presumptive evidence of the amounts due and owing to Agent, Revolving Credit Agent and Lenders by Borrower; provided that any failure to so record or -------- any error in so recording shall not limit or otherwise affect Borrower's duty to pay the Obligations. Each of Agent and Revolving Credit Agent shall render to Borrower, and to each other, a monthly accounting of transactions with respect to the Loans setting forth the balance of the applicable Loan Account. Unless Borrower notifies Agent or Revolving Credit Agent, as applicable, in writing of any objection to any such accounting (specifically describing the basis for such objection), within thirty (30) days after the date thereof, each and every such accounting shall (absent manifest error) be deemed final, binding and conclusive upon Borrower in all respects as to all matters reflected therein. Only those items expressly objected to in such notice shall be deemed to be disputed by Borrower. Agent's or Revolving Credit Agent's, as applicable, determination, based upon the facts available, of any disputed item shall (absent manifest error) be final, binding and conclusive on Borrower. Notwithstanding any provision herein contained to the contrary, any Lender may elect (which election may be revoked) to dispense with the issuance of Notes to that Lender and may rely on the Loan Accounts as evidence of the amount of the Loans made by the Lenders to the Borrowers and the interest and payments thereon. Any failure to so record or any error in doing so, or any failure to deliver such loan statement shall not, however, limit or otherwise affect the obligation of the Borrowers hereunder (and under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against Agent.
(b) Agent, acting as a non-fiduciary agent of the Borrowers solely for tax purposes and solely with respect to the actions described in this Section 1.12(b), shall establish and maintain at its address referred to in Annex I (or at such other address as Agent may notify the Borrower Representative) (A) a record of ownership (the “Register”) in which Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of Agent, each Lender and each L/C Issuer in the Revolving Loans, Swing Loans and Letter of Credit Obligations, each of their obligations under this Agreement to participate in each Loan, Letter of Credit and Letter of Credit Obligations, and any assignment of any such interest, obligation or right and (B) accounts in the Register in accordance with its usual practice in which it shall record (1) the names and addresses of the Lenders and the L/C Issuers (and each change thereto pursuant to Sections 9.1 and 9.10(d)), (2) the Commitments of each Lender, (3) the amount of each Loan and each funding of any participation described in clause (A) above, and for LIBOR Loans, the LIBOR Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the reimbursement obligations owed to each L/C Issuer in respect of Letters of Credit and (6) any other payment received by Agent from any Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in Letter of Credit Obligations and Swing Loans) and the reimbursement obligations in respect of Letters of Credit are registered obligations, the right, title and interest of the Lenders and the L/C Issuers and their assignees in and to such Loans or reimbursement obligations, as the case may be, shall be transferable only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.12 and Section 9.1 shall be construed so that the Loans and reimbursement obligations in respect of Letters of Credit are at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the Code.
(d) The Credit Parties, Agent, the Lenders and the L/C Issuers shall treat each Person whose name is recorded in the Register as a Lender or L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any Lender or any L/C Issuer shall be available for access by the Borrower Representative, Agent, such Lender or such L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No Lender or L/C Issuer shall, in such capacity, have access owing to or be otherwise permitted to review any information in the Register other than information with respect to such Lender or L/C Issuer unless otherwise agreed by the Agentit.
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Loan Account and Accounting. (a) Agent, on behalf as agent for Borrower solely for the purposes of the Lendersthis Section and Section 1.12(b), shall record maintain a loan account (the "Loan Account") on its books and records the amount of each Loan made, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof which shall show from time to time outstanding. Agent shall deliver with respect to each Lender all Advances, all payments made by Borrower, and all other debits and credits as provided in this Agreement with respect to the Borrower Representative Loans or any other Obligations, in each case, including the principal thereof and the interest thereon. All entries in the Loan Account shall be made in accordance with Agent's customary accounting practices as in effect from time to time. The balance in the Loan Account, as recorded on a monthly basis a loan statement setting forth such record for the immediately preceding calendar month. Such record Agent's most recent printout or other written statement, shall, absent manifest error, be conclusive presumptive evidence of the amount of the Loans made amounts due and owing to Agent and Lenders by the Lenders to the Borrowers and the interest and payments thereon. Any Borrower; provided that any failure to so record or any error in doing so, or any failure to deliver such loan statement so recording shall not, however, not limit or otherwise affect the obligation of the Borrowers hereunder (and under any Note) Borrower's duty to pay any amount owing the Obligations. Agent shall render to Borrower a monthly accounting of transactions with respect to the Loans or provide setting forth the balance of the Loan Account for the immediately preceding month. Unless Borrower notifies Agent in writing of any objection to any such accounting (specifically describing the basis for such objection), within thirty (30) days after the date thereof, each and every such accounting shall be presumptive evidence of all matters reflected therein. Only those items expressly objected to in such notice shall be deemed to be disputed by Borrower. Notwithstanding any claim against Agentprovision herein contained to the contrary, any Lender may elect (which election may be revoked) to dispense with the issuance of Notes to that Lender and may rely on the Loan Account as evidence of the amount of Obligations from time to time owing to it.
(b) AgentFailure to make the recording described in the first sentence of Section 1.12(a), acting as a non-fiduciary agent or any error in such recording, shall not affect Borrower's obligations in respect of the Borrowers solely for tax purposes Obligations. With respect to any Lender, the assignment of all or part of the Commitments of such Lender and solely the rights to all or part of the principal of, and interest on, any Obligation (i) shall not be effective until such assignment is recorded on the Loan Account maintained by Agent with respect to ownership of such Commitments and Obligations and until the actions described other requirements pursuant to Section 1.16(d) or 9.1 are met and (ii) prior to such recordation and other requirements being met shall remain owing to the transferor. The registration of assignment of all or part of any Commitments and Obligations shall be recorded by Agent on the Loan Account only upon the receipt by Agent of a properly executed and delivered Assignment Agreement pursuant to Section 9.
1. Borrower agrees to indemnify Agent from and against any and all losses, damages and liabilities of whatsoever nature which may be imposed on, asserted against or incurred by Agent in performing its duties under the first sentence of Section 1.12(a) and this Section 1.12(b), shall establish unless such losses, claims, damages and maintain at its address referred to in Annex I (liabilities are caused by the gross negligence or at such other address as Agent may notify the Borrower Representative) (A) a record of ownership (the “Register”) in which Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) willful misconduct of Agent, each Lender and each L/C Issuer in the Revolving Loans, Swing Loans and Letter of Credit Obligations, each of their obligations under this Agreement to participate in each Loan, Letter of Credit and Letter of Credit Obligations, and any assignment of any such interest, obligation or right and (B) accounts in the Register in accordance with its usual practice in which it shall record (1) the names and addresses of the Lenders and the L/C Issuers (and each change thereto pursuant to Sections 9.1 and 9.10(d)), (2) the Commitments of each Lender, (3) the amount of each Loan and each funding of any participation described in clause (A) above, and for LIBOR Loans, the LIBOR Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the reimbursement obligations owed to each L/C Issuer in respect of Letters of Credit and (6) any other payment received by Agent from any Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in Letter of Credit Obligations and Swing Loans) and the reimbursement obligations in respect of Letters of Credit are registered obligations, the right, title and interest of the Lenders and the L/C Issuers and their assignees in and to such Loans or reimbursement obligations, as the case may be, shall be transferable only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.12 and Section 9.1 shall be construed so that the Loans and reimbursement obligations in respect of Letters of Credit are at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the Code.
(d) The Credit Parties, Agent, the Lenders and the L/C Issuers shall treat each Person whose name is recorded in the Register as a Lender or L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any Lender or any L/C Issuer shall be available for access by the Borrower Representative, Agent, such Lender or such L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No Lender or L/C Issuer shall, in such capacity, have access to or be otherwise permitted to review any information in the Register other than information with respect to such Lender or L/C Issuer unless otherwise agreed by the Agent.
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