Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable 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. The Appropriate Agent shall deliver to the applicable Borrower 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 Agents. (b) US Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to the US Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US Borrower and its application to the Obligations. (c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 4 contracts
Samples: Credit Agreement (Thermon Holding Corp.), Credit Agreement (Thermon Holding Corp.), Credit Agreement (Thermon Holding Corp.)
Loan Accounts. (a) The Appropriate Loans and participations in the Letter of Credit Outstandings made by each Lender and the Letters of Credit issued by the Issuer shall be evidenced by one or more loan accounts or records maintained by such Lender or the Issuer, as the case may be, in the ordinary course of business. The loan accounts or records maintained by the Administrative Agent, on behalf of the applicable Lenders, Issuer and each Lender 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. The Appropriate Agent shall deliver to the applicable Borrower on a monthly basis a loan statement setting forth such record for the immediately preceding calendar month. Such record shall, be conclusive absent manifest error, be conclusive evidence error of the amount of the Loans Loans, the participations in Letter of Credit Outstandings and the Letters of Credit made by the Lenders to and the Borrowers Issuer, as the case may be, and the interest and payments thereon. Any failure so to so record or any error in doing so, or any failure to deliver such loan statement so shall not, however, limit or otherwise affect the obligation of the Borrowers any Borrower hereunder (and under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against Agents.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to the US Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter Letters of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations are at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) or of the CodeLenders with respect to participations in Letter of Credit Outstandings.
(db) The Credit PartiesIf requested by any Lender, US Agentsuch Lender's Loans under the Loan Commitment shall be evidenced by a Note payable to the order of such Lender in a maximum principal amount equal to such Lender's Percentage of the original Loan Commitment Amount. Each Borrower hereby irrevocably authorizes each Lender having a Note to make (or cause to be made) appropriate notations on the grid attached to such Lender's Note (or on any continuation of such grid), which notations, if made, shall evidence, inter alia, the US Lenders date of, the outstanding principal of, and the US L/C Issuers interest rate and Interest Period applicable to the Loans evidenced thereby. Such notations shall treat each Person whose name is recorded in be conclusive and binding on applicable Borrower absent manifest error; provided, however, that the Register as failure of any Lender having a US Lender Note to make any such notations shall not limit or US L/C Issuer, as applicable, for all purposes otherwise affect any Obligations of this Agreement. Information contained in the Register with respect to any US Lender Borrower or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US AgentObligor.
Appears in 4 contracts
Samples: Credit Agreement (Dollar Thrifty Automotive Group Inc), Amendment Agreement (Dollar Thrifty Automotive Group Inc), Credit Agreement (Dollar Thrifty Automotive Group Inc)
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable 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. The Appropriate Agent shall deliver to the applicable Borrower on a monthly basis a loan statement setting forth such record for the immediately preceding calendar month. Such Unless Borrower notifies Agent in writing of any objection to any such accounting (specifically describing the basis for such objection) within forty-five (45) days after the date thereof, such record shall, absent manifest error, be conclusive evidence of the amount of the Loans made by the Lenders to the Borrowers Borrower 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 Borrower hereunder (and under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(bSection 1.7(b), shall establish and maintain at its address referred to in Section 9.2 9.3 (or at such other address as US Agent may give written notice to the US notify Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Term Loans, Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations Loans and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 8.1 and 9.229.20), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations Letter of Credit reimbursement obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement ObligationsLetter of Credit reimbursement obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 1.7 and Section 9.9 8.1 shall be construed so that the US Loans and US L/C Reimbursement Obligations Letter of Credit reimbursement obligations are at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the CodeIRC.
(d) The Credit Parties, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours at any reasonable time and from time to time upon at least one Business Day’s reasonable prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 3 contracts
Samples: Credit Agreement (TNS Inc), Credit Agreement (TNS Inc), Credit Agreement (TNS Inc)
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable 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. The Appropriate Agent shall deliver to the applicable Borrower 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 Borrower 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 Borrower hereunder (and under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to notify the US Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Term Loans, Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US the Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations are at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the CodeCode and Section 1.163-5(b) of the Proposed Treasury Regulations.
(d) The Credit Parties, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 3 contracts
Samples: Credit Agreement (R1 RCM Inc.), Credit Agreement (R1 RCM Inc.), Credit Agreement (R1 RCM Inc.)
Loan Accounts. (a1) The Appropriate Administrative Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each Term Loan made, the interest rate applicableapplicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding and (2) the Revolver Agent, on behalf of the Revolving Lenders, shall record on its books and records the amount of each Revolving Loan made, the interest rate applicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Each of the Administrative Agent and the Revolver Agent shall deliver to the applicable Borrower 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 Borrower 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 Borrower hereunder (and or under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against Agentsthe Administrative Agent or the Revolver Agent. Without limitation of the foregoing, the Revolver Agent shall furnish to the Administrative Agent on a monthly basis, and at such other times as the Administrative Agent may request, a copy of the Register maintained by the Revolver Agent.
(b) US Each Agent, acting as a non-fiduciary agent of the US Borrower Borrower, in each case, solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 9.2(a) (or at such other address as US the Administrative Agent or Revolver Agent, as applicable, may give written notice to notify the US BorrowerBorrower in writing) (A) a record of ownership (the a “Register”) in which US (1) the Administrative Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US the Administrative Agent, each Lender in the Term Loan, each of their obligations under this Agreement to participate in each Term Loan and any assignment of any such interest, obligation or right and (2) the Revolver Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of the Revolver Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Revolving Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, and any assignment of any such interest, obligation or right and (B) accounts in the applicable Register in accordance with its usual practice in which it shall record (1) the names and addresses of the US Lenders and the US L/C Issuers Issuers, as applicable, (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US applicable Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) aboveabove and, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paidpaid with respect to Loans recorded in the applicable Register, (5) solely with respect to the Revolver Agent, the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US the Administrative Agent or Revolver Agent, as applicable, from US the Borrower and its the application of such payment to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing LoansObligations) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the applicable Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agentthe Agents, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the any Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreementthe Loan Documents. Information contained in the any Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agentthe Agents, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one (1) Business Day’s prior notice. No US Lender or US L/C Issuer shall, in such capacity, have access to or be otherwise permitted to review any information in the any Register other than information with respect to such US Lender or US L/C Issuer unless otherwise agreed by the US Applicable Agent.
Appears in 3 contracts
Samples: Credit Agreement (SelectQuote, Inc.), Credit Agreement (SelectQuote, Inc.), Credit Agreement (SelectQuote, Inc.)
Loan Accounts. (a1) The Appropriate Administrative Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each Term Loan made, the interest rate applicableapplicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding and (2) the Revolver Agent, on behalf of the Revolving Lenders, shall record on its books and records the amount of each Revolving Loan made, the interest rate applicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Each of the Administrative Agent and the Revolver Agent shall deliver to the applicable Borrower 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 Borrower 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 Borrower hereunder (and or under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against Agentsthe Administrative Agent or the Revolver Agent. Without limitation of the foregoing, the Revolver Agent shall furnish to the Administrative Agent on a monthly basis, and at such other times as the Administrative Agent may request, a copy of the Register maintained by the Revolver Agent.
(b) US Each Agent, acting as a non-fiduciary agent of the US Borrower Borrower, in each case, solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 9.2(a) (or at such other address as US the Administrative Agent or Revolver Agent, as applicable, may give written notice to notify the US BorrowerBorrower in writing) (A) a record of ownership (the a “Register”) in which US (1) the Administrative Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US the Administrative Agent, each Lender in the Term Loan, each of their obligations under this Agreement to participate in each Term Loan and any assignment of any such interest, obligation or right and (2) the Revolver Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of the Revolver Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Revolving Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, and any assignment of any such interest, obligation or right and (B) accounts in the applicable Register in accordance with its usual practice in which it shall record (1) the names and addresses of the US Lenders and the US L/C Issuers Issuers, as applicable, (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US applicable Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) aboveabove and, and for LIBOR Rate SOFR Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paidpaid with respect to Loans recorded in the applicable Register, (5) solely with respect to the Revolver Agent, the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US the Administrative Agent or Revolver Agent, as applicable, from US the Borrower and its the application of such payment to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing LoansObligations) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the applicable Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agentthe Agents, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the any Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreementthe Loan Documents. Information contained in the any Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agentthe Agents, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one (1) Business Day’s prior notice. No US Lender or US L/C Issuer shall, in such capacity, have access to or be otherwise permitted to review any information in the any Register other than information with respect to such US Lender or US L/C Issuer unless otherwise agreed by the US Applicable Agent.
Appears in 3 contracts
Samples: Credit Agreement (SelectQuote, Inc.), Credit Agreement (SelectQuote, Inc.), Credit Agreement (SelectQuote, Inc.)
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable Lenders, shall record on its books Books and records 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. The Appropriate Agent shall deliver to the applicable Borrower 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 Borrower 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 Borrower hereunder (and under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to notify the US Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Term Loan and Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, and (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement ObligationsLoans, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders Agent and the US L/C Issuers Lenders shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 3 contracts
Samples: Credit Agreement (Zoe's Kitchen, Inc.), Credit Agreement (Zoe's Kitchen, Inc.), Credit Agreement (Zoe's Kitchen, Inc.)
Loan Accounts. (a) The Appropriate Term Agent, on behalf of the applicable Term Lenders, shall record on its books and records the amount of each Loan madethe Term Loan, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Term Agent shall deliver to the applicable Borrower on a monthly basis Representative, at the reasonable request of the Borrower Representative, a loan statement setting forth such record for the immediately preceding calendar monthperiod so requested. Such record shall, absent manifest error, be conclusive evidence of the amount of the Loans Term Loan made by the Term 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 Term Note) to pay any amount owing with respect to the Loans Term Loan or provide the basis for any claim against Agentsthe Term Agent or any Term Lender.
(b) US The Term Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax Tax purposes and solely with respect to the actions described in this subsection 1.4(bSection 1.5(b), shall establish and maintain at its address referred to in Section 9.2 8.2 (or at such other address as US the Term Agent may give written notice to notify the US BorrowerBorrower Representative) (A) a record of ownership (the “Register”) in which US the Term Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender the Term Agent and each US L/C Issuer Term Lender in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, Term Loan and any assignment of any such interest, obligation interest 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 US Term Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22Section 8.9), (2) the Commitments outstanding amount of each US Lenderthe Term Loan, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (64) any other payment received by US the Term Agent from US any Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this AgreementThe Borrowers, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) Term Agent and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Term Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Term Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. The Register is intended to comply with the requirements set forth under United States Treasury Regulations 5f.103-1(c). Information contained in the Register with respect to any US Term Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer Borrower Representative during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Term Lender or US 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 US Term Lender or US L/C Issuer unless otherwise agreed by the US Term Agent.
Appears in 3 contracts
Samples: Credit Agreement (Mediaco Holding Inc.), Second Lien Term Loan Agreement (Mediaco Holding Inc.), Term Loan Agreement (Mediaco Holding Inc.)
Loan Accounts. (a1) The Appropriate Administrative Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each Term Loan made, the interest rate applicableapplicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding and (2) the Revolver Agent, on behalf of the Revolving Lenders, shall record on its books and records the amount of each Revolving Loan made, the interest rate applicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Each of the Administrative Agent and the Revolver Agent shall deliver to the applicable Borrower 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 Borrower 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 Borrower hereunder (and under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against Agentsthe Administrative Agent or the Revolver Agent. Without limitation of the foregoing, the Revolver Agent shall furnish to the Administrative Agent on a monthly basis, and at such other times as the Administrative Agent may request, a copy of the Register maintained by the Revolver Agent.
(b) US Each Agent, acting as a non-fiduciary agent of the US Borrower Borrower, in each case, solely for tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address in the United States as US the Administrative Agent or the Revolver Agent, as applicable, may give written notice to notify the US Borrower) (A) a record of ownership (the a “Register”) in which US (1) the Administrative Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US the Administrative Agent, each Lender in each Term Loan, each of their obligations under this Agreement to participate in each Term Loan and any assignment of any such interest, obligation or right and (2) the Revolver Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of the Revolver Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Revolving Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, and any assignment of any such interest, obligation or right and (B) accounts in the applicable Register in accordance with its usual practice in which it shall record (1) the names and addresses of the US Lenders and the US L/C Issuers Issuers, as applicable, (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US applicable Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paidpaid with respect to Loans recorded in the applicable Register, (5) solely with respect to the Revolver Agent, the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US the Administrative Agent or the Revolver Agent, as applicable, from US the Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the applicable Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 Agreement shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agentthe Agents, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the any Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the any Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agentthe Agents, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US L/C Issuer shall, in such capacity, have access to or be otherwise permitted to review any information in the any Register other than information with respect to such US Lender or US L/C Issuer unless otherwise agreed by the US Applicable Agent.
Appears in 2 contracts
Samples: Credit Agreement (Truck Hero, Inc.), Credit Agreement (TA THI Parent, Inc.)
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each Loan made, the Borrower Group primarily liable therefor, the interest rate applicableapplicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Agent shall deliver to the applicable 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 AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to notify the US BorrowerBorrower Representative) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount and currency of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, the Borrower Group incurring each such Loan (or liable with respect to such participation) and for LIBOR Rate Loans and BA Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount and currency of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US a Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US such Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US BorrowerBorrowers, US the Borrower Representative, Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 2 contracts
Samples: Credit Agreement (Evraz North America PLC), Credit Agreement (Evraz North America LTD)
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable 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. The Appropriate Agent shall deliver to the applicable Borrower 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 Borrower 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 Borrower hereunder (and under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to notify the US Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Term Loans, Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing LoansObligations) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.881(c)
Appears in 2 contracts
Samples: Credit Agreement (Papa Murphy's Holdings, Inc.), Credit Agreement (Papa Murphy's Holdings, Inc.)
Loan Accounts. (a) The Appropriate Term Agent, on behalf of the applicable Term Lenders, shall record on its books and records the amount of each Loan madethe Term Loan, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Term Agent shall deliver to the applicable Borrower on a monthly basis Designated Borrower, at the reasonable request of the Designated Borrower, a loan statement setting forth such record for the immediately preceding calendar monthperiod so requested. Such record shall, absent manifest error, be conclusive evidence of the amount of the Loans Term Loan made by the Term 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 Term Note) to pay any amount owing with respect to the Loans Term Loan or provide the basis for any claim against Agentsthe Term Agent or any Term Lender.
(b) US The Term Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 8.2 (or at such other address as US the Term Agent may give written notice to notify the US Designated Borrower) (A) a record of ownership (the “Register”) in which US the Term Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender the Term Agent and each US L/C Issuer Term Lender in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, Term Loan and any assignment of any such interest, obligation interest 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 US Term Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22Section 8.9), (2) the Commitments outstanding amount of each US Lenderthe Term Loan, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (64) any other payment received by US the Term Agent from US any Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this AgreementThe Borrowers, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) Term Agent and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Term Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Term Lender or US L/C Issuer, as applicable, for all purposes of this AgreementAgreement so long as, with respect to assignments, any such assignment is recorded in accordance with Section 8.9(c). Information contained in the Register with respect to any US Term Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer Designated Borrower during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Term Lender or US 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 US Term Lender or US L/C Issuer unless otherwise agreed by the US Term Agent.
Appears in 2 contracts
Samples: Term Loan Agreement (Standard Diversified Inc.), Term Loan Agreement (Standard Diversified Opportunities Inc.)
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable 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. The Appropriate Upon the request of the Borrowers, the Agent shall deliver to the applicable Borrower on a monthly basis Borrowers a loan statement setting forth such record for the immediately preceding calendar month. Such record shall, absent manifest or demonstrable 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 Agentsthe Agent.
(b) US The Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax Tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US the Agent may give written notice to notify the US BorrowerBorrowers in writing) (A) a record of ownership (the “Register”) in which US the Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, the Agent and each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, Loans and any assignment of any such interest, obligation interest 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (43) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (64) any other payment received by US the Agent from US Borrower or on behalf of a Credit Party and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded thereintherein and any consents necessary hereunder have been obtained. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders Agent and the US L/C Issuers Lenders shall treat each Person whose name is recorded in the Register that has become a Lender in accordance with the terms of this Agreement (including but not limited to, for the avoidance of doubt, after the obtaining of any necessary consents) as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US BorrowerBorrowers, US Agent, such US Lender the Agent or such US L/C Issuer Lender during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 2 contracts
Samples: Credit Agreement (Charah Solutions, Inc.), Credit Agreement (Charah Solutions, Inc.)
Loan Accounts. (a) The Appropriate Administrative Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each Loan made, the Borrower primarily liable therefor, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Administrative Agent shall deliver to the applicable 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 AgentsAdministrative Agent.
(b) US Administrative Agent, acting as a non-fiduciary agent Administrative Agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Administrative Agent may give written notice to notify the US BorrowerBorrower Representative) (A) a record of ownership (the “Register”) in which US Administrative Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Administrative Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations Obligations, and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations Obligations, and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Administrative Agent from US a Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Administrative Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US BorrowerBorrowers, US the Borrower Representative, Administrative Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Axiall Corp/De/), Credit Agreement (Georgia Gulf Corp /De/)
Loan Accounts. (a) The Appropriate Agent, on behalf Loans made by each Bank shall be evidenced by one or more loan accounts or records maintained by such Bank in the ordinary course of business. Each Bank will make reasonable efforts to maintain the applicable Lenders, shall record on accuracy of its books loan account or accounts and records the amount of each Loan made, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof to update promptly its loan account or accounts from time to time outstanding. The Appropriate Agent shall deliver to the applicable Borrower on a monthly basis a loan statement setting forth such record for the immediately preceding calendar month. Such record shalltime, 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 Agentsas necessary.
(b) US AgentThe Agent shall maintain the Register pursuant to Section 12.9(d) and a loan subaccount for each Bank, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to the US Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry Register and loan subaccount (taken together) shall be recorded (i) the interests (including any rights to receive payment hereunder) date, amount, and Interest Period, if applicable, of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it such Loan is a Base Rate Loan, a Eurodollar Rate Loan or a LIBOR Rate Swing Line Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4ii) the amount of any principal or interest due and payable or paid, to become due and payable to each Bank hereunder and (5iii) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment sum received by US the Agent hereunder from US or for the loan account of the Borrower and its application each Bank’s percentage share thereof. The Agent will make reasonable efforts to maintain the Obligationsaccuracy of the subaccounts referred to in the preceding sentence and to update promptly such loan subaccounts from time to time, as necessary.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer The entries made in the Register and no assignment thereof loan subaccounts maintained pursuant to subsection (b) of this Section 2.2, to the extent permitted by applicable law, shall be effective until recorded therein. This Section 1.4 prima facie evidence of the existence and Section 9.9 shall be construed so amounts of such obligations of the Borrower therein recorded; provided, however, that the US Loans and US L/C Reimbursement Obligations are at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) failure of the CodeAgent or any Bank to maintain any such Register, loan subaccount or loan account, as applicable, or any error therein, shall not in any manner affect the obligations of the Borrower to repay the Loans in accordance with the terms thereof.
(d) The Credit Parties, US Upon the request of any Bank made through the Agent, and at the US Lenders expense of the Borrower, the Loans made by such Bank may be evidenced by one or more Notes, instead of loan accounts. Each such Bank shall endorse on the schedules annexed to its Note(s) the date, amount and maturity of each Loan made by it and the US L/C Issuers amount of each payment of principal made by the Borrower with respect thereto. Each such Bank is irrevocably authorized by the Borrower to so endorse its Note(s) and each Bank’s record shall treat each Person whose name is recorded be rebuttable presumptive evidence of the amount of the Loans made by such Bank to the Borrower and the interest and principal payments thereof; provided, however, that the failure of a Bank to make, or an error in the Register as making, a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register notation thereon with respect to any US Lender Loan shall not limit or otherwise affect the obligations of the Borrower hereunder or under any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time Note to time upon at least one Business Day’s prior notice. No US Lender or US L/C Issuer shall, in such capacity, have access to or be otherwise permitted to review pay any information in the Register other than information amount owing with respect to the Loans made by such US Lender Bank.
(e) Each Bank represents that at no time shall any part of the funds used to make any Loan constitute, or US L/C Issuer unless otherwise agreed by deemed under ERISA, the US AgentCode or any other applicable law, or any ruling or regulation issued thereunder, or any court decision, to constitute, the assets of any employee benefit plan (as defined in section 3(3) of ERISA) or any plan (as defined in section 4975(e)(1) of the Code).
Appears in 2 contracts
Samples: Credit Agreement (Ugi Corp /Pa/), Credit Agreement (Amerigas Partners Lp)
Loan Accounts. (a) The Appropriate Term Agent, on behalf of the applicable Term Lenders, shall record on its books and records the amount of each Loan madethe Term Loan, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Term Agent shall deliver to the applicable Borrower on a monthly basis Representative, at the reasonable request of the Borrower Representative, a loan statement setting forth such record for the immediately preceding calendar monthperiod so requested. Such record shall, absent manifest error, be conclusive evidence of the amount of the Loans Term Loan made by the Term 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 Term Note) to pay any amount owing with respect to the Loans Term Loan or provide the basis for any claim against Agentsthe Term Agent or any Term Lender.
(b) US The Term Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 8.2 (or at such other address as US the Term Agent may give written notice to notify the US BorrowerBorrower Representative) (A) a record of ownership (the “Register”) in which US the Term Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender the Term Agent and each US L/C Issuer Term Lender in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, Term Loan and any assignment of any such interest, obligation interest 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 US Term Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22Section 8.9), (2) the Commitments outstanding amount of each US Lenderthe Term Loan, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (64) any other payment received by US the Term Agent from US any Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this AgreementThe Borrowers, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) Term Agent and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Term Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Term Lender or US L/C Issuer, as applicable, for all purposes of this AgreementAgreement so long as, with respect to assignments, any such assignment is recorded in accordance with Section 8.9(c). Information contained in the Register with respect to any US Term Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer Borrower Representative during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Term Lender or US 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 US Term Lender or US L/C Issuer unless otherwise agreed by the US Term Agent.
Appears in 2 contracts
Samples: Term Loan Agreement (Mediaco Holding Inc.), Term Loan Agreement (Mediaco Holding Inc.)
Loan Accounts. (a) The Appropriate Agent, on behalf Loans made by each Bank shall be evidenced by one or more loan accounts or records maintained by such Bank in the ordinary course of business. Each Bank will make reasonable efforts to maintain the applicable Lenders, shall record on accuracy of its books loan account or accounts and records the amount of each Loan made, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof to update promptly its loan account or accounts from time to time outstanding. The Appropriate Agent shall deliver to the applicable Borrower on a monthly basis a loan statement setting forth such record for the immediately preceding calendar month. Such record shalltime, 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 Agentsas necessary.
(b) US AgentThe Agent shall maintain the Register pursuant to Section 12.9(d) and a loan subaccount for each Bank, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to the US Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry Register and loan subaccount (taken together) shall be recorded (i) the interests (including any rights to receive payment hereunder) date, amount, and Interest Period, if applicable, of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it such Loan is a Base Rate Loan, a Eurodollar Rate Loan or a LIBOR Rate Swing Line Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4ii) the amount of any principal or interest due and payable or paid, to become due and payable to each Bank hereunder and (5iii) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment sum received by US the Agent hereunder from US or for the loan account of the Borrower and its application each Bank's percentage share thereof. The Agent will make reasonable efforts to maintain the Obligationsaccuracy of the subaccounts referred to in the preceding sentence and to update promptly such loan subaccounts from time to time, as necessary.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer The entries made in the Register and no assignment thereof loan subaccounts maintained pursuant to subsection (b) of this Section 2.2, to the extent permitted by applicable law, shall be effective until recorded therein. This Section 1.4 prima facie evidence of the existence and Section 9.9 shall be construed so amounts of such obligations of the Borrower therein recorded; provided, however, that the US Loans and US L/C Reimbursement Obligations are at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) failure of the CodeAgent or any Bank to maintain any such Register, loan subaccount or loan account, as applicable, or any error therein, shall not in any manner affect the obligations of the Borrower to repay the Loans in accordance with the terms thereof.
(d) The Credit Parties, US Upon the request of any Bank made through the Agent, and at the US Lenders expense of the Borrower, the Loans made by such Bank may be evidenced by one or more Notes, instead of loan accounts. Each such Bank shall endorse on the schedules annexed to its Note(s) the date, amount and maturity of each Loan made by it and the US L/C Issuers amount of each payment of principal made by the Borrower with respect thereto. Each such Bank is irrevocably authorized by the Borrower to so endorse its Note(s) and each Bank's record shall treat each Person whose name is recorded be rebuttable presumptive evidence of the amount of the Loans made by such Bank to the Borrower and the interest and principal payments thereof; provided, however, that the failure of a Bank to make, or an error in the Register as making, a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register notation thereon with respect to any US Lender Loan shall not limit or otherwise affect the obligations of the Borrower hereunder or under any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time Note to time upon at least one Business Day’s prior notice. No US Lender or US L/C Issuer shall, in such capacity, have access to or be otherwise permitted to review pay any information in the Register other than information amount owing with respect to the Loans made by such US Lender Bank.
(e) Each Bank represents that at no time shall any part of the funds used to make any Loan constitute, or US L/C Issuer unless otherwise agreed by deemed under ERISA, the US AgentCode or any other applicable law, or any ruling or regulation issued thereunder, or any court decision, to constitute, the assets of any employee benefit plan (as defined in section 3(3) of ERISA) or any plan (as defined in section 4975(e)(1) of the Code).
Appears in 1 contract
Loan Accounts. (a) The Appropriate Term Agent, on behalf of the applicable Term Lenders, shall record on its books and records the amount of each Loan madethe Term Loans, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Term Agent shall deliver to the applicable Borrower on a monthly basis Borrowers, at the reasonable request of the Borrowers, a loan statement setting forth such record for the immediately preceding calendar monthperiod so requested. Such record shall, absent manifest error, be conclusive evidence of the amount of the Term Loans made by the Term 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 Term Note) to pay any amount owing with respect to the Term Loans or provide the basis for any claim against Agentsthe Term Agent or any Term Lender.
(b) US The Term Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 8.2 (or at such other address as US the Term Agent may give written notice to notify the US BorrowerBorrowers) (A) a record of ownership (the “Register”) in which US the Term Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender the Term Agent and each US L/C Issuer Term Lender in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, Term Loans and any assignment of any such interest, obligation interest 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 US Term Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 8.9 and 9.228.22), (2) the Commitments outstanding amount of each US Lenderthe Term Loans, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (64) any other payment received by US the Term Agent from US Borrower the Borrowers and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders Term Agent and the US L/C Issuers Term Lenders shall treat each Person whose name is recorded in the Register as a US Term Lender or US L/C Issuer, as applicable, for all purposes of this AgreementAgreement so long as, with respect to assignments, any such assignment is recorded in accordance with Section 8.9(c). Information contained in the Register with respect to any US Term Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer any Borrower during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Term Lender or US 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 US Term Lender or US L/C Issuer unless otherwise agreed by the US Term Agent.
Appears in 1 contract
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each Loan made, the Borrower primarily liable therefor, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Agent shall deliver to the applicable 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 AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to the US Borrowernotify Borrower Representative) (Ai) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations Obligations, and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations Obligations, and US L/C Reimbursement Obligations, and any assignment of any such interest, obligation or right and (Bii) accounts in the Register in accordance with its usual practice in which it shall record (1A) the names and addresses of the US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2B) the Revolving Loan Commitments of each US Lender, (3C) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above), and for LIBOR Rate Loans, the Interest Period applicable thereto, (4D) the amount of any principal or interest due and payable or paid, (5E) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6F) any other payment received by US Agent from US a Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, and the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US BorrowerBorrowers, US Borrower Representative, Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Samples: Credit Agreement (Landec Corp \Ca\)
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable 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. The Appropriate Agent shall deliver to the applicable Borrower Representative on a monthly basis basis, or at any other time as reasonably requested by the Borrower Representative, a loan statement setting forth such record for the immediately preceding calendar monthmonth or a portion thereof, if applicable. 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 AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to notify the US BorrowerBorrower Representative) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations Obligations, and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations Obligations, and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US a Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US BorrowerBorrowers, US the Borrower Representative, Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable LendersXxxxxxx, 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. The Appropriate Agent shall deliver to the applicable Borrower Representative on a monthly basis basis, or such other period as shall be determined by Agent, a loan statement setting forth such record for the immediately preceding calendar monthmonth or applicable period. Such record shall, absent manifest error, be conclusive evidence of the amount of the Loans made by the Lenders Xxxxxxx 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 AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to the US Borrowernotify Borrower Representative) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, Agent and each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments Commitment of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, and (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US a Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders Agent and the US L/C Issuers Xxxxxxx shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US BorrowerBorrowers, US AgentBorrower Representative, Agent and such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Samples: Debt Agreement
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable 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. The Appropriate Agent shall deliver to the applicable Borrower on a monthly basis a loan statement setting forth such record for the immediately preceding calendar month. Such Unless Borrower notifies Agent in writing of any objection to any such accounting (specifically describing the basis for such objection), within forty-five (45) days after the date thereof, such record shall, absent manifest error, be conclusive evidence of the amount of the Loans made by the Lenders to the Borrowers Borrower 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 Borrower hereunder (and under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(bSection 1.7(b), shall establish and maintain at its address referred to in Section 9.2 9.3 (or at such other address as US Agent may give written notice to the US notify Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Term Loans, Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations Loans and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 8.1 and 9.229.20), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations Letter of Credit reimbursement obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement ObligationsLetter of Credit reimbursement obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 1.7 and Section 9.9 8.1 shall be construed so that the US Loans and US L/C Reimbursement Obligations Letter of Credit reimbursement obligations are at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the CodeIRC.
(d) The Credit Parties, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours at any reasonable time and from time to time upon at least one Business Day’s reasonable prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Samples: Credit Agreement (TNS Inc)
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable 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. The Appropriate Agent shall deliver to the applicable Borrower 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 Agentsthe Agent.
(b) US The Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US the Agent may give written notice to notify the US BorrowerBorrower Representative) (A) a record of ownership (the “Register”) in which US the Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, the Agent and each Lender and each US L/C Issuer in the US Revolving Term Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, Loan 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, and (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US the Agent from US a Borrower and its application to the Obligations. The entries in the Register shall be conclusive absent manifest error.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders Agent and the US L/C Issuers Lenders shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US BorrowerBorrowers, US Agentthe Borrower Representative, such US Lender the Agent or such US L/C Issuer during normal business hours Lender at any reasonable time and from time to time upon at least one Business Day’s reasonable prior written notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US AgentAgent (at the direction of the Required Lenders).
(d) Each Lender that grants a participation shall maintain a register on which it records by book entry the name and address of each participant and the principal amount and interest of each participant’s interest in the Loans granted by it (the “Participant Register”). The entries in the Participant Register shall be conclusive, absent manifest error. Information contained in the Participant Register with respect to any Lender shall be available for access by the Borrowers, the Borrower Representative and the Agent at any reasonable time and from time to time upon reasonable prior notice.
Appears in 1 contract
Samples: Credit Agreement
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable 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. The Appropriate Agent shall deliver to the applicable Borrower 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 applicable Lenders to the Borrowers applicable Borrower 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 any Borrower hereunder (and under any Note) to pay any amount owing with respect to the applicable Loans or provide the basis for any claim against Agents.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to the US Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Term Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their US Revolving Lender's obligations under this Agreement to participate in each US Swing Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a US Revolving Loan or a US Term Loan and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, to the extent applicable, the corresponding obligations of US Revolving Lenders to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s 's prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Loan Accounts. (a1) The Appropriate Administrative Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each Term Loan made, the interest rate applicableapplicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding and (2) the Revolver Agent, on behalf of the Revolving Lenders, shall record on its books and records the amount of each Revolving Loan made, the interest rate applicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Each of the Administrative Agent and the Revolver Agent shall deliver to the applicable Borrower 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 Borrower 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 Borrower hereunder (and or under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against Agentsthe Administrative Agent or the Revolver Agent. Without limitation of the foregoing, the Revolver Agent shall furnish to the Administrative Agent on a monthly basis, and at such other times as the Administrative Agent may request, a copy of the Register maintained by the Revolver Agent.
(b) US Each Agent, acting as a non-fiduciary agent of the US Borrower Borrower, in each case, solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 9.2(a) (or at such other address as US the Administrative Agent or Revolver Agent, as applicable, may give written notice to notify the US BorrowerBorrower in writing) (A) a record of ownership (the a “Register”) in which US (1) the Administrative Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US the Administrative Agent, each Lender in the Term Loan, each of their obligations under this Agreement to participate in each Term Loan and any assignment of any such interest, obligation or right and (2) the Revolver Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of the Revolver Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Revolving Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, and any assignment of any such interest, obligation or right and (B) accounts in the applicable Register in accordance with its usual practice in which it shall record (1) the names and addresses of the US Lenders and the US L/C Issuers Issuers, as applicable, (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US applicable Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) aboveabove and, and for LIBOR Rate LIBORSOFR Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paidpaid with respect to Loans recorded in the applicable Register, (5) solely with respect to the Revolver Agent, the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US the Administrative Agent or Revolver Agent, as applicable, from US the Borrower and its the application of such payment to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing LoansObligations) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the applicable Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agentthe Agents, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the any Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreementthe Loan Documents. Information contained in the any Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agentthe Agents, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one (1) Business Day’s prior notice. No US Lender or US L/C Issuer shall, in such capacity, have access to or be otherwise permitted to review any information in the any Register other than information with respect to such US Lender or US L/C Issuer unless otherwise agreed by the US Applicable Agent.
Appears in 1 contract
Samples: Credit Agreement (SelectQuote, Inc.)
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable Lenders, shall record on its books and records and in the Register 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. The Appropriate Agent shall deliver to the applicable Borrower Representative on a monthly basis a loan statement setting forth such record for the immediately preceding calendar month. Such Subject to Section 1.4(b), 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 Revolving Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address in the United States as US Agent may give written notice to the US Borrowernotify Borrower Representative) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Revolving Loan Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US a Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Revolving Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing LoansObligations) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to in accordance with the terms of this Agreement herein and only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by Borrowers, the US BorrowerBorrower Representative, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each the Second Lien Term Loan made, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Agent shall deliver to the applicable Borrower 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 Second Lien Term Loan made by the Lenders to the Borrowers Borrower 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 Borrower hereunder (and under any Note) to pay any amount owing with respect to the Loans Second Lien Term Loan or provide the basis for any claim against Agentsthe Agent.
(b) US The Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US the Agent may give written notice to notify the US Borrower) (A) a record of ownership (the “"Register”") in which US the Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, the Agent and each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, Second Lien Term Loan and any assignment of any such interest, obligation interest 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments Second Lien Term Loan Commitment of each US Lender, (3) the amount of each US the Second Lien Term Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) aboveand, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, and (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US the Agent from US the Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans Second Lien Term Loan (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing LoansLoan) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, Loan shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations are Second Lien Term Loan is 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, US Agent, the US Lenders Agent and the US L/C Issuers Lenders shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender the Agent or such US L/C Issuer during normal business hours Lender at any reasonable time and from time to time upon at least one Business Day’s reasonable prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable Lenders, shall record on its books and records and in the Register 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. The Appropriate Agent shall deliver to the applicable Borrower on a monthly basis Representative a loan statement setting forth such record for the immediately preceding calendar montheach time that payment of interest or fees are due and payable and from time to time upon reasonable prior notice. Such Subject to Section 1.4(b), 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 Revolving Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against Agents.
(b) US Agent. Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address in the United States as US Agent may give written notice to the US Borrowernotify Borrower Representative) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Revolving Loan Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US a Borrower and its application to the Obligations.
(c) . Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Revolving Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing LoansObligations) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to in accordance with the terms of this Agreement herein and only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.upon
Appears in 1 contract
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable 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. The Appropriate Agent shall deliver to the applicable Borrower Representative on a monthly basis basis, or at any other time as reasonably requested by the Borrower Representative, a loan statement setting forth such record for the immediately preceding calendar monthmonth or a portion thereof, if applicable. 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 AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to notify the US BorrowerBorrower Representative) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations Obligations, and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations Obligations, and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US a Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each Term Loan made, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Agent shall deliver to the applicable Borrower on a monthly quarterly basis a loan statement setting forth such record for the immediately preceding calendar monthquarter. Such record shall, absent manifest demonstrable error, be conclusive presumptive evidence of the amount of the Term Loans made by the Lenders to the Borrowers Borrower 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 Borrower hereunder (and under any Note) to pay any amount owing with respect to the Term Loans or provide the basis for any claim against AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower solely for U.S. Federal income tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to notify the US Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, Agent and each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, Term Loans 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments Initial Term Loan Commitment of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Term Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, paid and (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US the Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Term Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Term Loans) and the US L/C Reimbursement Obligations are registered obligations, obligations and the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may beTerm Loans, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Term Loans and US L/C Reimbursement Obligations are at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the CodeCode and any related regulations (and any successor provisions).
(d) The Credit Parties, US Agent, the US Lenders Agent and the US L/C Issuers Lenders shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender Agent or such US L/C Issuer Lender during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each the Term Loan made, the interest rate applicable, all payments of principal and interest thereon and thereon, and, on or after 2:00 p.m. (New York time) on each day, the principal then current daily balance thereof from time to time outstandingof the Term Loan. The Appropriate Agent shall deliver to the applicable Borrower and each Lender 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 Term Loan made by the Lenders to the Borrowers Borrower 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 Borrower hereunder (and under any Note) to pay any amount owing with respect to the Loans Term Loan or provide the basis for any claim against AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to notify the US Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Term Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the principal amount of and stated interest on the portion of the Term Loan owing to each US Loan (Lender pursuant to the terms hereof and whether it is a Base Rate or a LIBOR Rate Loan) from time to time and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US the Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans Term Loan (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing LoansTerm Loan) and the US L/C Reimbursement Obligations are is a registered obligationsobligation, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligationsthe Term Loan, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations are Term Loan is 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, US Agent, the US Lenders Agent and the US L/C Issuers Lenders shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender Agent or such US L/C Issuer Lender during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Samples: Credit Agreement (Radioshack Corp)
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable 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. The Appropriate Agent shall deliver to the applicable Borrower on a monthly basis a loan statement setting forth such record for the immediately preceding calendar month. Such record shall, absent manifest error, be presumptive evidence (and, unless Borrower notifies Agent within ten (10) Business Days of receipt of such record of any disagreement with such record, such record shall, absent manifest error, thereafter be conclusive evidence evidence) of the amount of the Loans made by the Lenders to the Borrowers Borrower 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 Borrower hereunder (and under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to notify the US Borrower) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations Obligations, and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations Obligations, and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US the Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable 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. The Appropriate Agent shall deliver to the applicable Borrower 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 Borrower 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 Borrower hereunder (and under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against Agentsthe Agent.
(b) US The Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), 2.10(b) shall establish and maintain at its address referred to in Section 9.2 8.3 (or at such other address as US the Agent may give written notice to notify the US Borrower) (A) a record of ownership (the “Register”) in which US the Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US the Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations Loans and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22Section 8.8), (2) the Commitments Ratable Portions of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR LIBO Rate Loans, Loans the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US the Agent from US the Borrower or any other Credit Party and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, and the corresponding obligations to participate in US Letter of Credit Obligations and US Swing LoansObligation) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 2.10 and Section 9.9 8.8 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US the Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US the Agent, such US Lender or such US L/C Issuer during normal business hours at any reasonable time and from time to time upon at least one Business Day’s reasonable prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Samples: Senior Secured Debtor in Possession Credit Agreement
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each Term Loan made, whether such Term Loan is a FIFO Loan or a FILO Loan, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Agent shall deliver to the applicable Borrower 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 Agents.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US Agent may give written notice to notify the US BorrowerBorrower Representative) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, Agent and each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US FIFO Loan or FILO Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligationsas the case may be, 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments Term Loan Percentages of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Term Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, paid and (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US a Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Term Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Term Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may beTerm Loans, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Term Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers Lenders shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicableLender, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US BorrowerBorrowers, US Agentthe Borrower Representative, such US Lender Agent or such US L/C Issuer Lender during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US L/C Issuer shall, 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Samples: Term Loan Agreement (Talbots Inc)
Loan Accounts. (a) The Appropriate Administrative Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each Term Loan made, the interest rate applicableapplicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Each of the Administrative Agent shall deliver to the applicable Borrower 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 Borrower 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 Borrower hereunder (and under any Term Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against Agentsthe Administrative Agent.
(b) US Administrative Agent, acting as a non-fiduciary agent of the US Borrower Borrower, in each case, solely for tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address in the United States as US the Administrative Agent may give written notice to notify the US Borrower) (A) a record of ownership (the a “Register”) in which US the Administrative Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US the Administrative Agent, each Lender and in each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit ObligationsTerm Loan, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, Term Loan and any assignment of any such interest, obligation or right and (B) accounts in the applicable Register in accordance with its usual practice in which it shall record (1) the names and addresses of the US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US applicable Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, paid with respect to Loans recorded in the applicable Register and (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US the Administrative Agent from US the Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Term Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the applicable Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 Agreement shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders Administrative Agent and the US L/C Issuers Lenders shall treat each Person whose name is recorded in the any Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the any Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender the Administrative Agent or such US L/C Issuer Lender during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US L/C Issuer shall, in such capacity, have access to or be otherwise permitted to review any information in the any Register other than information with respect to such US Lender or US L/C Issuer unless otherwise agreed by the US Administrative Agent.
Appears in 1 contract
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable Lenders, shall record on its books and records and in the Register 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. The Appropriate Agent shall deliver to the applicable Borrower on a monthly basis Representative a loan statement setting forth such record for the immediately preceding calendar montheach time that payment of interest or fees are due and payable and from time to time upon reasonable prior notice. Such Subject to Section 1.4(b), 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 Revolving Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against AgentsAgent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address in the United States as US Agent may give written notice to the US Borrowernotify Borrower Representative) (A) a record of ownership (the “Register”) in which US Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Revolving Loan Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US a Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Revolving Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing LoansObligations) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to in accordance with the terms of this Agreement herein and only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by Borrowers, the US BorrowerBorrower Representative, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.
Appears in 1 contract
Loan Accounts. (a) The Appropriate Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each Loan made, the interest rate applicableapplicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Agent shall deliver to the applicable Parent Borrower on a monthly basis a loan statement setting forth such record in its customary form 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 Parent Borrower and the interest and payments thereon. Any Without limiting the foregoing, 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 ultimate obligation of the Borrowers hereunder (and under any Note) to pay any the full amount owing with respect to the Loans or provide the basis for any claim against Agentsthe Agent.
(b) US Agent, acting as a non-fiduciary agent of the US Borrower solely for tax purposes and Borrowers solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 (or at such other address as US the Agent may give written notice to notify the US BorrowerBorrowers) (A) a record of ownership (the a “Register”) in which US the Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US the Agent, each Lender and each US L/C Issuer in the US Term Loans (and the relevant class thereof), the Revolving Loans, US Additional/Replacement Revolving Loans (and the relevant class thereof), Extended Revolving Loans (and the relevant class thereof), Other Revolving Loans (and the relevant class thereof), Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement 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 US Lenders and the US L/C Issuers Issuers, as applicable (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Term SOFR Loans and Eurocurrency Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US the Agent from US Borrower the Borrowers and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, in the case of Revolving Loans, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US the Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement, notwithstanding notice to the contrary. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US BorrowerBorrowers, US the Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one (1) Business Day’s prior notice. No US Lender or US L/C Issuer shall, in such capacity, have access to to, or be otherwise permitted to review review, any information in the Register other than information with respect to such US Lender or US such L/C Issuer unless otherwise agreed by the US AgentAgent and the Parent Borrower.
Appears in 1 contract
Loan Accounts. (a1) The Appropriate Administrative Agent, on behalf of the applicable Lenders, shall record on its books and records the amount of each Term Loan made, the interest rate applicableapplicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding and (2) the Revolver Agent, on behalf of the Revolving Lenders, shall record on its books and records the amount of each Revolving Loan made, the interest rate applicable thereto, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Each of the Administrative Agent and the Revolver Agent shall deliver to the applicable Borrower 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 Borrower 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 Borrower hereunder (and or under any Note) to pay any amount owing with respect to the Loans or provide the basis for any claim against Agentsthe Administrative Agent or the Revolver Agent. Without limitation of the foregoing, the Revolver Agent shall furnish to the Administrative Agent on a monthly basis, and at such other times as the Administrative Agent may request, a copy of the Register maintained by the Revolver Agent.
(b) US Each Agent, acting as a non-fiduciary agent of the US Borrower Borrower, in each case, solely for tax purposes and solely with respect to the actions described in this subsection 1.4(b), shall establish and maintain at its address referred to in Section 9.2 9.2(a) (or at such other address as US the Administrative Agent or Revolver Agent, as applicable, may give written notice to notify the US BorrowerBorrower in writing) (A) a record of ownership (the a “Register”) in which US (1) the Administrative Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US the Administrative Agent, each Lender in the Term Loan, each of their obligations under this Agreement to participate in each Term Loan and any assignment of any such interest, obligation or right and (2) the Revolver Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of the Revolver Agent, each Lender and each US L/C Issuer in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Revolving Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, and any assignment of any such interest, obligation or right and (B) accounts in the applicable Register in accordance with its usual practice in which it shall record (1) the names and addresses of the US Lenders and the US L/C Issuers Issuers, as applicable, (and each change thereto pursuant to Sections 9.9 and 9.22), (2) the Commitments of each US applicable Lender, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) aboveabove and, and for LIBOR Rate SOFR Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (6) any other payment received by US Agent from US Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans (including any Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing Loans) and the US L/C Reimbursement Obligations are registered obligations, the right, title and interest of the US Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations 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, US Agent, the US Lenders and the US L/C Issuers shall treat each Person whose name is recorded in the Register as a US Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Lender or any US L/C Issuer shall be available for access by the US Borrower, US Agent, such US Lender or such US L/C Issuer during normal business hours and from time to time upon at least one Business Day’s prior notice. No US Lender or US 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 US Lender or US L/C Issuer unless otherwise agreed by the US Agent.,
Appears in 1 contract
Samples: Credit Agreement (SelectQuote, Inc.)
Loan Accounts. (a) The Appropriate Term Agent, on behalf of the applicable Term Lenders, shall record on its books and records the amount of each Loan madethe Term Loan, the interest rate applicable, all payments of principal and interest thereon and the principal balance thereof from time to time outstanding. The Appropriate Term Agent shall deliver to the applicable 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 Term Loan made by the Term 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 Term Note) to pay any amount owing with respect to the Loans Term Loan or provide the basis for any claim against Agentsthe Term Agent or any Term Lender.
(b) US The Term Agent, acting as a non-fiduciary agent of the US Borrower Borrowers solely for tax purposes and solely with respect to the actions described in this subsection Section 1.4(b), shall establish and maintain at its address referred to in Section 9.2 8.2 (or at such other address as US the Term Agent may give written notice to notify the US BorrowerBorrower Representative) (A) a record of ownership (the “Register”) in which US the Term Agent agrees to register by book entry the interests (including any rights to receive payment hereunder) of US Agent, each Lender the Term Agent and each US L/C Issuer Term Lender in the US Revolving Loans, US Swing Loans, US L/C Reimbursement Obligations and US Letter of Credit Obligations, each of their obligations under this Agreement to participate in each US Loan, US Letter of Credit, US Letter of Credit Obligations and US L/C Reimbursement Obligations, Term Loan and any assignment of any such interest, obligation interest 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 US Term Lenders and the US L/C Issuers (and each change thereto pursuant to Sections 9.9 8.9 and 9.228.22), (2) the Commitments outstanding amount of each US Lenderthe Term Loan, (3) the amount of each US Loan (and whether it is a Base Rate or a LIBOR Rate Loan) and each funding of any participation described in clause (A) above, and for LIBOR Rate Loans, the Interest Period applicable thereto, (4) the amount of any principal or interest due and payable or paid, (5) the amount of the US L/C Reimbursement Obligations due and payable or paid in respect of US Letters of Credit and (64) any other payment received by US the Term Agent from US a Borrower and its application to the Obligations.
(c) Notwithstanding anything to the contrary contained in this Agreement, the US Loans Term Loan (including any Term Notes evidencing such Loans and, the corresponding obligations to participate in US Letter of Credit Obligations and US Swing LoansTerm Loan) and the US L/C Reimbursement Obligations are is a registered obligationsobligation, the right, title and interest of the US Term Lenders and the US L/C Issuers and their assignees in and to such US Loans or US L/C Reimbursement Obligations, as the case may be, Term Loan shall be transferable only pursuant to the terms of this Agreement only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 1.4 and Section 9.9 8.9 shall be construed so that the US Loans and US L/C Reimbursement Obligations are Term Loan is at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the CodeCode and any related regulations (and any successor provisions).
(d) The Credit Parties, US Agent, the US Lenders Term Agent and the US L/C Issuers Term Lenders shall treat each Person whose name is recorded in the Register as a US Term Lender or US L/C Issuer, as applicable, for all purposes of this Agreement. Information contained in the Register with respect to any US Term Lender or any US L/C Issuer shall be available for access by the US BorrowerBorrowers, US Agentthe Borrower Representative, such US Lender the Term Agent or such US L/C Issuer Term Lender during normal business hours and from time to time upon at least one Business Day’s 's prior notice. No US Term Lender or US 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 US Term Lender or US L/C Issuer unless otherwise agreed by the US Term Agent.
Appears in 1 contract
Samples: Term Loan Agreement (Furniture Brands International Inc)