New Borrowers. For purposes of this Agreement, “New Borrower” means (a) each New Company that is a Company Borrower, and (b) each other Company (including a New Company) acting on behalf of, and for the account of, each Series thereof that is a New Fund.
New Borrowers. Each of the Administrative Agent, the Banks and the Borrowers acknowledge that the following borrowers (the "NEW BORROWERS") were not parties to the Original Credit Agreement: Focused Growth Fund International Stock Fund Disciplined Growth Fund Long-Short Equity Fund Inflation Protection Bond Fund
New Borrowers. Any newly-created or newly-acquired Subsidiaries shall become Borrowers hereunder by signing Notes, entering into an amendment to this Agreement with the other parties hereto providing that such Subsidiary shall become a Borrower hereunder, and providing such other documentation as the Banks or the Agent may reasonably request including, without limitation, documentation with respect to conditions noted in 10 hereof. In such event, the Agent is hereby authorized by the parties to amend Schedule 1 hereto to include such Subsidiary as a Borrower hereunder.
New Borrowers. Upon the acquisition, incorporation or other creation of any direct or indirect Subsidiary of the Parent which owns or is to own a Borrowing Base Asset or the determination that any Real Property Asset owned by a Subsidiary is to become a Borrowing Base Asset, the Borrowers shall (i) cause such Subsidiary to become a Borrower hereunder through the execution and delivery to the Administrative Agent of a Borrower Joinder Agreement on or before the earlier of (A) the date on which a Real Property Asset owned by such Subsidiary is included in any calculation (pro forma or otherwise) of the Borrowing Base Amount and (B) the deadline for the delivery of the next Compliance Certificate pursuant to Section 6.02(a), and (ii) cause such Subsidiary to deliver such other documentation as the Administrative Agent may reasonably request in connection with the foregoing, including, without limitation, certified resolutions and other organizational and authorizing documents of such Subsidiary, favorable opinions of counsel to such Subsidiary (which shall cover, among other things, the legality, validity, binding effect and enforceability of the documentation referred to above), all in form, content and scope reasonably satisfactory to the Administrative Agent.
New Borrowers. Each New Borrower is hereby each added as a “Borrower” under the Loan Agreement. All references in the Loan Agreement to “Borrower” shall hereafter mean and include the Existing Borrower and New Borrowers individually and collectively, jointly and severally; and New Borrowers shall hereafter have all rights, duties and obligations of “Borrower” thereunder.
New Borrowers. Each of (i) Managed Account Series (‘‘MAS’’), not in its individual capacity, but on behalf of Global SmallCap Portfolio, Mid Cap Value Opportunities Portfolio, US Mortgage Portfolio and High Income Portfolio (collectively, the ‘‘MAS Borrowers’’); (ii) FDP Series Inc. (‘‘FDP’’), not in its individual capacity, but on behalf of Marisco Growth FDP Fund, MFS Research International FDP Fund, Franklin Xxxxxxxxx Total Return FDP Fund and Xxx Xxxxxx Value FDP Fund (collectively, the ‘‘FDP Borrowers’’); and (iii) Xxxxxxx Xxxxx Global Equity Opportunities Fund in its individual capacity (the ‘‘GEOP Borrower’’; and collectively with the MAS Borrowers and the FDP Borrowers, the ‘‘New Borrowers’’), by its execution of this Restated Credit Agreement hereby, agrees, represents and warrants solely with respect to itself that, as of the date hereof and after giving effect hereto:
(a) it (or, with respect to MAS and FDP, each New Borrower on whose behalf it acts) shall be a Borrower under the Credit Agreement, as amended and restated hereby;
(b) it (or, with respect to MAS and FDP, each New Borrower on whose behalf it acts) shall be bound by the terms and conditions of the Credit Agreement, as amended and restated hereby, as a Borrower;
(c) the representations and warranties set forth in Article IV of the Credit Agreement, as amended and restated hereby, with respect to it (or, with respect to MAS and FDP, each New Borrower on whose behalf it acts) are true and correct;
(d) it (or, with respect to MAS and FDP, each New Borrower on whose behalf it acts) is in compliance in all material respects with all of the terms and provisions set forth in the Credit Agreement, as amended and restated hereby, on its part to be observed or performed; and
(e) no Default or Event of Default with respect to it (or, with respect to MAS and FDP, each New Borrower on whose behalf it acts) has occurred and be continuing.
New Borrowers. Any newly-created or acquired Subsidiaries shall become Borrowers hereunder by signing the Note (or, at the option of the Lender, allonges to the Note), entering into an amendment to this Agreement and the Security Documents with the other parties hereto providing that such Subsidiary shall become a Borrower hereunder, and providing such other documentation as the Lender may reasonably request including, without limitation, documentation with respect to conditions noted in ss.9 hereof. In such event, the Lender is hereby authorized by the parties to amend SCHEDULE 1 hereto to include each such Subsidiary as a Borrower hereunder.
New Borrowers. Borrowers shall have executed and delivered all documents and instruments and taken all actions required under subsections 6.8A and 6.8B of the Credit Agreement with respect to Penrose Landfill Gas Conversion, LLC and Toyon Landfill Gas Conversiox, XXX as if such entities were Additional Subsidiary Borrowers, and CPPI shall have executed and delivered all documents and instruments and taken all actions required under the Security Agreement and the other Credit Documents with respect to its membership interests in Penrose Landfill Gas Conversion, LLC and Toyon Landfill Gas Conversiox, XXX.
New Borrowers. At any time, the applicable Fund Manager may deliver to the Agent and the Lenders a designation letter duly executed by the Borrowers and the applicable Fund Manager and substantially in the form of Exhibit E hereto (a “Designation Letter”) requesting that the Lenders designate a Person registered as a separate investment company under the Investment Company Act or a portfolio thereof for which the Fund Manager serves as investment advisor or administrator (the “Proposed New Borrower”) as a Borrower for purposes of this Agreement and, if so approved by all Lenders, such Proposed New Borrower shall thereupon become a Borrower for purposes of this Agreement and, as such, shall have all of the rights and obligations of a Borrower hereunder. The applicable Fund Manager shall deliver to the Agent with each Designation Letter (i) a new Schedule 1 (List of Borrowers) reflecting the addition of the Proposed New Borrower and marked to show changes from the previous Schedule 1 and (ii) a new Schedule 4 (Pro Rata Allocation) reflecting the recalculation of the Pro Rata Allocation in accordance with Section 2.14 hereof. Upon such acceptance of the Proposed New Borrower and satisfaction of the conditions set forth in Section 3.02(e), Schedules 1 and 4 of this Agreement shall be replaced with the Schedules 1 and 4 attached to the applicable Designation Letter and the Proposed New Borrower shall execute and deliver an allonge to each Note (one for each Lender), substantially in the form of Exhibit D. The Lenders shall use their reasonable best efforts to respond to any Designation Letter within thirty (30) days of receipt thereof.
New Borrowers. Each of (i) Mxxxxxx Lxxxx Variable Series Funds, Inc. (“MLVS”), not in its individual capacity, but on behalf of Mxxxxxx Lxxxx Large Cap Growth V.I. Fund and Mxxxxxx Lxxxx International Value V.I. Fund (collectively, the “MLVS Borrowers”); (ii) Quantitative Master Series Trust (“QMST”), not in its individual capacity, but on behalf of Master Enhanced Small Cap Series (the “QMST Borrower”); (iii) Mxxxxxx Lxxxx Municipal Bond Fund, Inc. (“MLMBF”) not in its individual capacity, but on behalf of Mxxxxxx Lxxxx Municipal Bond Fund, Inc.-The Limited Maturity Portfolio (the “MLMBF Borrower”); (iv) Mxxxxxx Lxxxx Principal Protected Trust (“MLPPT”), not in its individual capacity, but on behalf of Mxxxxxx Lxxxx Basic Value Principal Protected Fund and Mxxxxxx Lxxxx Fundamental Growth Principal Protected Fund (collectively, the “MLPPT Borrowers”); (v) Master Real Investment Trust in its individual capacity (the “MRIT Borrower”); and
