Common use of Notes Clause in Contracts

Notes. Any Lender may request that Loans made by it be evidenced by a single Note, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 5 contracts

Samples: Credit Agreement (Sitio Royalties Corp.), Credit Agreement (Sitio Royalties Corp.), Credit Agreement (STR Sub Inc.)

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Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 5 contracts

Samples: Credit Agreement (Cabot Oil & Gas Corp), Credit Agreement (Whiting Petroleum Corp), Credit Agreement (Cabot Oil & Gas Corp)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced ----- by a single Notepromissory note of the Borrower in substantially the form of Exhibit ------- A, dated, in the case of (ia) any Lender party hereto as of the date of this - Agreement, as of the Effective Date, Date or (iib) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, amount and interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note. In the event that any Lender's Loan increases or decreases for any reason (whether pursuant to Section 13.04(b) or otherwise), upon such Lender's request, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Loan after giving effect to such increase or decrease, and otherwise duly completed.

Appears in 5 contracts

Samples: Credit Agreement (Us Energy Corp), Credit Agreement (Us Energy Corp), Credit Agreement (Crested Corp)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, and (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumptionother Lender, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasehereto, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 2.09, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note and upon the written request of such Lender, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and completed. Upon receipt of such replacement Note, such Lender shall promptly return the replaced Note to the Borrower the previously issued Note held by such LenderBorrower. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 5 contracts

Samples: Credit Agreement (Quicksilver Resources Inc), Credit Agreement (Quicksilver Resources Inc), Credit Agreement (Quicksilver Resources Inc)

Notes. Any Lender may request that To the extent so requested by such Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a any Additional Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of Borrower shall, to the extent so requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall promptly return thereafter deliver to the Borrower the previously issued replaced Note held by such Lendermarked cancelled. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 4 contracts

Samples: Credit Agreement (Vitesse Energy, Inc.), Credit Agreement (Vitesse Energy, Inc.), Credit Agreement (Vitesse Energy, Inc.)

Notes. Any Lender may Upon request that of such Lender, the Loans made by it a Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, datedand, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Datedate of this Agreement, (ii) or in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or an Additional Lender Agreement, such Note shall be dated as of the effective date of such Assignment and Assumption, Assumption or (iii) in the case of a Additional Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c)Agreement, as of the effective date of such increaseapplicable, payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against return to the Borrower of the previously issued Note held by such Lenderso replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 4 contracts

Samples: Credit Agreement, Credit Agreement (Rice Energy Inc.), Credit Agreement (Rice Midstream Partners LP)

Notes. Any Lender may Upon request that of any Lender, the Loans made by it each such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a any Lender that increases or decreases its Elected Commitment or Maximum Credit Amount for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise) or becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amount pursuant to Section 2.06(c), as of the effective date of such increaseincrease or decrease, as applicable, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, as applicable, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 4 contracts

Samples: Credit Agreement (WildHorse Resource Development Corp), Credit Agreement (WildHorse Resource Development Corp), Credit Agreement (Memorial Resource Development Corp.)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, datedand, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Datedate of this Agreement, (ii) or in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or an Additional Lender Certificate, such Note shall be dated as of the effective date of such Assignment and Assumption, Assumption or (iii) in the case of a Additional Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c)Certificate, as of the effective date of such increaseapplicable, payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against return to the Borrower of the previously issued Note held by such Lenderso replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 4 contracts

Samples: Credit Agreement (Rattler Midstream Lp), Credit Agreement (Rattler Midstream Lp), Credit Agreement (Oasis Midstream Partners LP)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 4 contracts

Samples: Credit Agreement (Diamondback Energy, Inc.), Credit Agreement (Diamondback Energy, Inc.), Credit Agreement (Diamondback Energy, Inc.)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 4 contracts

Samples: Credit Agreement, Credit Agreement (New Source Energy Partners L.P.), Credit Agreement (New Source Energy Partners L.P.)

Notes. Any Lender may Upon the request that of a Lender, the Loans made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, dated (i) as of the date of this Agreement in the case of (i) any Lender party hereto as of the date of this Agreement, and (ii) as of the Effective Date, (ii) effective date of the Assignment and Assumption in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the each case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule Schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule Schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 4 contracts

Samples: Credit Agreement (Northern Oil & Gas, Inc.), Credit Agreement (Northern Oil & Gas, Inc.), Credit Agreement (Riviera Resources, LLC)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 4 contracts

Samples: Credit Agreement (Eclipse Resources Corp), Credit Agreement (Eclipse Resources Corp), Credit Agreement (Eclipse Resources Corp)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender (or at the option of each Lender, a modification of the existing Note payable to the order of such Lender) in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 3 contracts

Samples: Credit Agreement (Pyramid Oil Co), Credit Agreement (Pyramid Delaware Merger Subsidiary, Inc.), Credit Agreement (Vanguard Natural Resources, LLC)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 3 contracts

Samples: Senior Secured Revolving Credit Agreement (Viper Energy Partners LP), Senior Secured Revolving Credit Agreement, Senior Secured Revolving Credit Agreement (Viper Energy Partners LP)

Notes. Any Lender may request that The Loans made by it each Lender shall, if requested by such Lender in writing, be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such the affected Lender shall promptly return deliver the Note being replaced to the Borrower the previously issued Note held by such Lenderimmediately. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 3 contracts

Samples: Credit Agreement (Constellation Energy Partners LLC), Credit Agreement (Constellation Energy Partners LLC), Credit Agreement (Constellation Energy Partners LLC)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumptionother Lender, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasehereto, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 2.09, Section 12.04(b) or otherwise), upon the request of ) and at such Lender’s request, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 3 contracts

Samples: Credit Agreement (Plains Exploration & Production Co), Credit Agreement (Plains Exploration & Production Co), Credit Agreement (Plains Exploration & Production Co)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 3 contracts

Samples: Credit Agreement (Memorial Resource Development LLC), Credit Agreement (Memorial Production Partners LP), Credit Agreement (Memorial Production Partners LP)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 3 contracts

Samples: Senior Revolving Credit Agreement (Petrohawk Energy Corp), Credit Agreement (Linn Energy, LLC), Credit Agreement (Legacy Reserves L P)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it such Lender shall be evidenced by a single Note, of the Borrower in substantially the form of Exhibit A, dated, (i) in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Maximum Credit Amount Amount, as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note Note, payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and completed, whereupon such Lender shall will promptly return to the Borrower the previously issued Note held by such LenderNotes so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such any transfer by any Lender of its Note.

Appears in 3 contracts

Samples: Credit Agreement (Centennial Resource Development, Inc.), Credit Agreement (Centennial Resource Development, Inc.), Credit Agreement (Centennial Resource Development, Inc.)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it such Lender shall be evidenced by a single NoteNote of the Borrower, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender, in the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each such Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 3 contracts

Samples: Credit Agreement (Rosehill Resources Inc.), Credit Agreement (Rosehill Resources Inc.), Credit Agreement (Rosehill Resources Inc.)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section ‎Section 2.06, Section ‎Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Magnum Hunter Resources Corp), Credit Agreement (Magnum Hunter Resources Corp)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (ia) any Lender party hereto as of the date of this Agreement, as the date of the Effective Date, this Agreement or (iib) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, amount and interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note. In the event that any Lender's Loan increases or decreases for any reason (whether pursuant to Section 13.04(b) or otherwise), upon such Lender's request, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Loan after giving effect to such increase or decrease, and otherwise duly completed. The Administrative Agent shall cause each Lender to provide Borrower with written notice of any transfer.

Appears in 2 contracts

Samples: Credit Agreement (Dune Energy Inc), Credit Agreement (Dune Energy Inc)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment the assignment and Assumptionassumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (St Mary Land & Exploration Co), Credit Agreement (St Mary Land & Exploration Co)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this AgreementEffective Date, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section ‎Section 2.06, Section ‎Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Magnum Hunter Resources Corp), Credit Agreement (Magnum Hunter Resources Corp)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note. In such event, the Borrowers shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower Borrowers shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s Borrowers’ rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Sanchez Energy Corp), Credit Agreement (Sanchez Energy Corp)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against return to of the Borrower the previously issued Note held by such LenderNote(s) so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (APEG Energy II, LP), Credit Agreement (Us Energy Corp)

Notes. Any Lender may request that The Loans made by it each Lender shall (if requested by such Lender) be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this AgreementEffective Date, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender and its registered assigns in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteLoans.

Appears in 2 contracts

Samples: Credit Agreement (Comstock Resources Inc), Credit Agreement (SM Energy Co)

Notes. Any If a Lender may shall make a written request that to the Administrative Agent and the Borrower to have its Loans made by it be evidenced by a single Note, then, for each such Lender, the Borrower shall execute and deliver a single Note of the Borrower dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender or its registered assigns in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender, in the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender or its registered assigns in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure ; provided that the failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Senior Secured Revolving Credit Agreement (Goodrich Petroleum Corp), Senior Secured Revolving Credit Agreement (Goodrich Petroleum Corp)

Notes. Any Lender may request that The Loans made by it each Lender shall, if requested by such Lender in writing, be evidenced by a single Notepromissory note of the Borrower (except in the case of an increase of a Maximum Credit Amount of the Lenders in accordance with Section 2.09, which may be evidenced by one or more promissory notes of the Borrower) in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 2.09, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such the affected Lender shall promptly return deliver the Note being replaced to the Borrower the previously issued Note held by such Lenderimmediately. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Constellation Energy Partners LLC), Credit Agreement (Constellation Energy Partners LLC)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, (ii) date of this Agreement or any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Senior Secured Superpriority Debtor in Possession Revolving Credit Agreement (Oasis Petroleum Inc.), Senior Secured Superpriority Debtor in Possession Revolving Credit Agreement (Oasis Petroleum Inc.)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Trans Energy Inc), Credit Agreement (Cadence Resources Corp)

Notes. Any Lender may request that The Loans made by it each Lender, if requested by such Lender, shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseamendment, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such dateCommitment, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment, as applicable, after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its applicable Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Southcross Energy Partners, L.P.), Revolving Credit Agreement

Notes. Any Lender may Upon the request that of any applicable Lender, (a) the Revolver Loans made by it each Revolver Lender shall be evidenced by a single Note, dated, in the case Revolver Note dated as of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Closing Date or (ii) any Lender that becomes a party hereto pursuant to the effective date of an Assignment and Assumption, as of payable to the effective date order of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Revolver Lender in a principal amount equal to its Maximum Credit Revolver Amount as originally in effect on such date, and otherwise duly completed. In completed and such substitute Notes as required by Section 12.06; (b) the event that any Lender’s Maximum Credit Amount increases Term Loan made by each Term Loan Lender shall be evidenced by a Term Loan Note dated as of (i) the Closing Date or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(bii) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decreasean Assignment and Assumption, a new Note payable to the order of such Term Loan Lender in a principal amount equal to its Maximum Credit Term Loan Amount after giving as originally in effect to such increase or decrease, and otherwise duly completed and such substitute Term Loan Notes as required by Section 12.06; and (c) the Swingline Loan made by the Swingline Lender shall promptly return be evidenced by a Swingline Note in a principal amount equal to the Borrower the previously issued Note held its Swingline Commitment as originally in effect and otherwise duly completed and such substitute Notes as required by such LenderSection 12.06. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, transfer may be endorsed by such Lender on a the schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Revolving Credit and Term Loan Agreement (Atlas Pipeline Holdings, L.P.), Revolving Credit and Term Loan Agreement (Atlas Pipeline Partners Lp)

Notes. Any Lender may Upon request that of such Lender, the Loans made by it a Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, datedand, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Datedate of this Agreement, (ii) or in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against return to the Borrower of the previously issued Note held by such Lenderso replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Rice Energy Inc.), Credit Agreement (Rice Energy Inc.)

Notes. Any If a Lender may shall make a written request that to the Administrative Agent and the Borrower to have its Loans made by it be evidenced by a single Note, then, for each such Lender, the Borrower shall execute and deliver a single Note of the Borrower dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or Section 2.11, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaserelevant Incremental Increase, payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender, in the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 2.11, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure ; provided that the failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Senior Secured Revolving Credit Agreement (Swift Energy Co), Senior Secured Revolving Credit Agreement (Swift Energy Co)

Notes. Any The Revolver Advances of each Lender may request that Loans made by it shall be evidenced by a single Note, dated, in Revolver Note payable to the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date order of such Assignment and Assumption, or (iii) Lender for the account of its Lending Office in an amount equal to the case original principal amount of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment such Lender’s Revolver Commitment. Upon receipt of each Lender’s Revolver Note pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender3.01, the Borrower Administrative Agent shall deliver or cause such Revolver Note to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The Each Lender shall record, and prior to any transfer of its Revolver Note shall endorse on the schedule forming a part thereof appropriate notations to evidence, the date, amountamount and maturity of, Type, and effective interest rate andfor, if applicableeach Revolver Advance made by it, Interest Period the date and amount of each Loan payment of principal made by each Lender, the Borrower with respect thereto and all payments made on account such schedule shall constitute rebuttable presumptive evidence of the principal thereofamount owing and unpaid on such Lender’s Revolver Note; provided that the failure of any Lender to make, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make error in making, any such notation recordation or to attach a schedule endorsement shall not affect any Lender’s the obligation of the Borrower hereunder or under the Revolver Note or the Borrower’s rights or obligations in respect ability of such Loans or affect the validity of such transfer by any Lender to assign its Revolver Note. Each Lender is hereby irrevocably authorized by the Borrower so to endorse its Revolver Note and to attach to and make a part of its Noteany Revolver Note a continuation of any such schedule as and when required.

Appears in 2 contracts

Samples: Secured Revolving Credit Agreement (MVC Capital, Inc.), Revolving Credit Agreement (Main Street Capital CORP)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment the assignment and Assumptionassumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Plains Exploration & Production Co L P), Credit Agreement (Plains Resources Inc)

Notes. Any If a Lender may shall make a written request that to the Administrative Agent and the Borrower to have its Loans made by it be evidenced by a single Note, then, for each such Lender, the Borrower shall execute and deliver a single Note of the Borrower dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Closing Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender, in the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure ; provided that the failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Diversified Energy Co PLC), Revolving Credit Agreement (Diversified Energy Co PLC)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower upon request by such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAcceptance, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseAcceptance, payable to such Lender or its registered assigns in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.062.6, Section 12.04(b) 12.5 or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans Loans. Upon surrender of any Note at the principal office of the Administrative Agent for registration of transfer or affect exchange (and in the validity case of a surrender for registration of transfer, duly endorsed or accompanied by a written instrument of transfer duly executed by the registered holder or its attorney duly authorized in writing and accompanied by the address for notices of each transferee of such transfer Note or part thereof), and an assignment agreement in form and substance acceptable to the Administrative Agent whereby the assignee holder agrees to be bound by any Lender of its Notethe terms hereof that are applicable to holders, shall execute and deliver, at the Borrower’s expense, a new Note in exchange therefor.

Appears in 2 contracts

Samples: Credit Agreement (Resaca Exploitation, Inc.), Credit Agreement (Resaca Exploitation, Inc.)

Notes. Any Lender may request that (a) The Syndicated Loans made by it each Bank shall be evidenced by a single promissory note (a "Syndicated Note, dated, ") of the Company substantially in the case form of (i) any Lender party hereto as of the date of this AgreementExhibit A-1 hereto, as of dated the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender Bank in a principal amount equal to the amount of its Maximum Credit Amount Commitment as originally in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Typetype, interest rate and, if applicable, Interest Period and maturity date of each Syndicated Loan made by each LenderBank to the Company, and all payments each payment made on account of the principal thereof, may shall be recorded by such Lender Bank on its books for its Note, and, prior to any transfertransfer of such Note held by it, may be endorsed by such Lender Bank on a the schedule attached to such Note or any continuation thereof or on thereof. The failure of any separate record maintained by such Lender. Failure Bank to make any such notation or to attach entry or any error in such a schedule notation or entry shall not not, however, limit or otherwise affect any Lender’s obligation of the Company under this Agreement or the Borrower’s rights or obligations Notes. (b) The Money Market Loans made by any Bank shall be evidenced by a single promissory note (a "Money Market Note") of the Company substantially in respect the form of Exhibit A-2 hereto, dated the date of the delivery of such Loans or affect Note to Chase under this Agreement, payable to such Bank and otherwise duly completed. The date, amount, interest rate and maturity date of each Money Market Loan made by each Bank to the validity Company, and each payment made on account of the principal thereof, shall be recorded by such Bank on its books and, prior to any transfer of such Note held by it, endorsed by such Bank on the schedule attached to such Note or any continuation thereof. The failure of any Bank to make any notation or entry or any error in such a notation or entry shall not, however, limit or otherwise affect any obligation of the Company under this Agreement or the Notes. (c) The Loans made by the Swingline Bank shall be evidenced by a single promissory note (a "Swingline Note") of the Company substantially in the form of Exhibit A-3 hereto, dated the Effective Date, payable to the Swingline Bank in a principal amount equal to the amount of the Swingline Commitment as originally in effect and otherwise duly completed. The date, amount, type, interest rate and maturity date of each Swingline Loan made by the Swingline Bank to the Company, and each payment made on account of the principal thereof, shall be recorded by the Swingline Bank on its books and, prior to any transfer of such Note held by it, endorsed by the Swingline Bank on the schedule attached to such Note or any Lender continuation thereof. The failure of its Notethe Swingline Bank to make any notation or entry or any error in such a notation or entry shall not, however, limit or otherwise affect any obligation of the Company under this Agreement or the Notes.

Appears in 2 contracts

Samples: Credit Agreement (Sonat Inc), Credit Agreement (Sonat Inc)

Notes. Any Lender may Upon request that of such Lender, the Loans made by it a Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, datedand, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Datedate of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against return to the Borrower of the previously issued Note held by such Lenderso replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Parsley Energy, Inc.), Credit Agreement (Parsley Energy, Inc.)

Notes. Any Lender may request that The Loans made by it each Lender shall, if requested by such Lender in writing, be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Applicable Percentage of the Aggregate Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit CreditCommitment Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Applicable Percentage of the Aggregate Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such the affected Lender shall promptly return deliver the Note being replaced to the Borrower the previously issued Note held by such Lenderimmediately. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Sanchez Production Partners LP), Credit Agreement

Notes. Any Lender may Upon request that of such Lender, the Loans made by it a Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (QR Energy, LP), Credit Agreement (QR Energy, LP)

Notes. Any If a Lender may shall make a written request that to the Administrative Agent and the Borrower to have its Loans made by it be evidenced by a single Note, then, for each such Lender, the Borrower shall execute and deliver a single Note of the Borrower dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a any Additional Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amount pursuant to Section 2.06(c), as of the effective date of such increase, as applicable, payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender, in the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure ; provided that the failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Senior Secured Revolving Credit Agreement (Silverbow Resources, Inc.), Senior Secured Revolving Credit Agreement (Silverbow Resources, Inc.)

Notes. (a) Any Lender may request that Loans made by it be evidenced by a single promissory note (with respect to a Revolving Loan, a "Revolving Note" and with respect to a Term Loan, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c"Term Note"), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lenderevent, the Borrower shall prepare, execute and deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal Revolving Note or Term Note, as applicable, payable to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and the order of such Lender shall promptly return to the Borrower the previously issued Note held (or, if requested by such Lender. The date, amountto such Lender and its registered assigns) and in the form of Exhibit B. Thereafter, Type, the Loans evidenced by such Notes and interest rate andthereon shall at all times (including after assignment pursuant to Section 9.4) be represented by one or more Notes in such form payable to the order of the payee named therein (or, if applicablea Note is a registered note, Interest Period of each Loan made by each Lenderto such payee and its registered assigns). Each Note issued to a Lender shall be dated the Closing Date and mature on the Maturity Date. (b) Each Lender is hereby authorized, and all payments made at its option, either (i) to endorse on account of the principal thereof, may be recorded by such Lender on schedule attached to its books for its Note, and, prior to any transfer, may be endorsed by such Lender Revolving Note (or on a continuation of such schedule attached to such Note and made a part thereof) an appropriate notation evidencing the date and amount of each Revolving Loan evidenced thereby and the date and amount of each principal and interest payment in respect thereof, or (ii) to record such Revolving Loans and such payments in its books and records. Such schedule or such books and records, as the case may be, shall constitute prima facie evidence of the accuracy of the information contained therein; provided that any continuation thereof errors with respect to such schedule, books or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule records shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note's obligation to repay amounts owing hereunder.

Appears in 2 contracts

Samples: Loan Agreement (Quality Food Centers Inc), Loan Agreement (Fred Meyer Inc)

Notes. Any Lender may request that The Loans made by it each Lender, if requested by such Lender, shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or in an amendment entered into in connection with an increase of the total Commitments pursuant to Section 2.08, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseamendment, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such dateCommitment, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 2.08, Section 12.04(b) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment, as applicable, after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its applicable Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Revolving Credit Agreement, Revolving Credit Agreement (Southcross Energy Partners, L.P.)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, Assumption payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) 12.04 or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (ABC Funding, Inc), Credit Agreement (Petro Resources Corp)

Notes. Any Lender may request that The Loans made by it each Lender, if requested by such Lender, shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or an Additional Lender Agreement, as of the effective date of such the Assignment and AssumptionAssumption or Additional Lender Agreement, or (iii) in as the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasemay be, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, Commitment and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section Sections 2.06, Section 12.04(a) or 12.04(b) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its applicable Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (PennTex Midstream Partners, LP), Credit Agreement

Notes. Any Lender may request that (a) The Facility A Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A-1 hereto, dated, in the case of dated (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Closing Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such an Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c12.06(b), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Percentage Share of the Aggregate Facility A Commitments as in effect on such date, the date of issue and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason completed and such substitute Notes as required by Section 12.06(b). (whether pursuant to Section 2.06, Section 12.04(bb) or otherwise), upon the request The Facility B Loans made by First Union shall be evidenced by a single promissory note of such Lender, the Borrower in substantially the form of Exhibit A-2 hereto dated the Closing Date payable to the order of First Union. (c) The Facility C Loans made by each Lender shall deliver be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A-3 hereto dated (i) the Closing Date or cause to be delivered on (ii) the effective date of such increase or decreasean Assignment pursuant to Section 12.06(b), a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving Percentage Share of the Aggregate Facility C Commitments as in effect to such increase or decrease, on the date of issue and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. completed. (d) The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its NoteNotes, and, prior to any transfer, may be endorsed by such Lender on a schedule schedules attached to such Note Notes or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteNotes.

Appears in 2 contracts

Samples: Credit Agreement (Kinder Morgan Inc), Credit Agreement (Kinder Morgan Energy Partners Lp)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement and (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases is decreased for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall upon request deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such any Lender who requested a Note hereunder in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Resolute Energy Corp), Credit Agreement (Resolute Energy Corp)

Notes. Any Lender may request that the Loans made by it such Lender be evidenced by a single Note, Note dated, in the case of (i) any Lender party hereto as of the date of this AgreementInitial Availability Date, as of the Effective Initial Availability Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, Assumption or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Commitments pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment (denominated in US Dollars) as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(c) or otherwise), upon at the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment (denominated in US Dollars) after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, Lender and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Exterran Corp), Credit Agreement (Exterran Holdings Inc.)

Notes. Any Lender may request that Loans made by it be evidenced by a single Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Note, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon and the Borrower had previously delivered such Lender one or more Notes, such Lender may request of a new Note, and in such Lender, event the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against return to of the Borrower the previously issued Note held by such LenderNote(s) so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made (or deemed to be made) by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Master Assignment, Agreement and Amendment No. 9 to Credit Agreement (Jones Energy, Inc.), Credit Agreement (Jones Energy, Inc.)

Notes. Any Lender may request that The Loans made by it each Lender, if requested by such Lender, shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or an Additional Lender Agreement, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a Additional Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c)Agreement, as of the effective date of such increaseapplicable, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, Commitment and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section Sections 2.06 or 12.04(b) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Riviera Resources, Inc.), Credit Agreement (Riviera Resources, LLC)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this AgreementEffective Date, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or amendment or other modification to this Agreement, as of the effective date of such the Assignment and Assumption, amendment or other modification, as applicable, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for and/or its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderif applicable. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans by a Lender or affect the validity of such any transfer by any a Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Prairie Operating Co.), Credit Agreement (BKV Corp)

Notes. Any Lender may request that The Loans made by it each Lender, if requested by such Lender, shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such dateCommitment, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b2.08, Section 12.04(a) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment, as applicable, after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its applicable Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Southcross Energy Partners, L.P.), Credit Agreement (Southcross Energy Partners, L.P.)

Notes. Any Lender may request that The Revolving Credit Loans (other than Swingline Loans) made by it each Revolving Credit Lender shall, at the request of such Revolving Credit Lender, be evidenced by a single Notepromissory note of the Borrowers in substantially the form of Exhibit I-1 to the Original Credit Agreement, dated, in the case of dated (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Original Closing Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such an Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c12.06(b), as of the effective date of such increase, payable to the order of such Revolving Credit Lender in a principal amount equal to its Maximum Revolving Credit Amount as originally in effect on and otherwise duly completed and such datesubstitute Notes as required by Section 12.06(b). The Term Loans made by each Term Lender shall, at the request of such Term Lender, be evidenced by a single promissory note of the Borrowers in substantially the form of Exhibit I-2 to the Original Credit Agreement, dated as of (i) the Restatement Effective Date or (ii) the effective date of an Assignment pursuant to Section 12.06(b), payable to the order of such Term Lender and otherwise duly completed. In The Swingline Loans made by the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Swingline Lender resulting from the advances under Section 2.062.01(c) shall, Section 12.04(b) or otherwise), upon at the request of such the Swingline Lender, be evidenced by a promissory note of the Borrower shall deliver or cause Borrowers in substantially the form of Exhibit I-3 to be delivered on the effective date of such increase or decreaseOriginal Credit Agreement, a new Note dated the Original Closing Date, payable to such the order of the Swingline Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such LenderSwingline Commitment. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its NoteNotes, and, prior to any transfer, transfer may be endorsed by such Lender on a the schedule attached to such Note Notes or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the any Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (NPC Restaurant Holdings, LLC), Credit Agreement (NPC Operating Co B, Inc.)

Notes. Any Lender may request that the Term Loans and/or Revolving Loans, as applicable, made by it such Lender be evidenced by a single Term Loan Note or Revolving Note, as applicable, dated, in the case of (i) any Lender party hereto as of the date of this AgreementInitial Availability Date, as of the Effective Initial Availability Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, Assumption or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Revolving Commitments pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount Term Loan Commitment (or, for any Term Loan Note issued following the Initial Availability Date, in an amount equal to the principal amount of the Term Loan held by such Term Loan Lender) or its Revolving Commitment as in effect on such date, as applicable and in each case denominated in US Dollars, and otherwise duly completed. In the event that any Revolving Lender’s Maximum Credit Amount Revolving Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(c) or otherwise), upon at the request of such Revolving Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Revolving Note payable to such Revolving Lender in a principal amount equal to its Maximum Credit Amount Revolving Commitment (denominated in US Dollars) after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return completed. In the event any Term Loan Lender’s share of the outstanding Term Loans increases for any reason (whether pursuant to Section 12.04(c) or otherwise), the Borrower shall, upon request of such Term Loan Lender, deliver or cause to be delivered, on the previously issued effective date of such increase, a new Term Loan Note held by payable to such LenderTerm Loan Lender in a principal amount equal to its outstanding Term Loans as of such date. The date, amount, Type, interest rate and, if applicable, Interest Period of each Term Loan and each Revolving Loan made by each Lender, Lender and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its NoteTerm Loan Note and Revolving Notes, as applicable, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Term Loan Note and/or Revolving Note.

Appears in 2 contracts

Samples: Credit Agreement (Exterran Holdings Inc.), Credit Agreement (Exterran Corp)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) 12.04 or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Goodrich Petroleum Corp), Credit Agreement (Goodrich Petroleum Corp)

Notes. Any Lender may request that Loans (a) The Borrower’s obligation to pay the principal of, and interest on, each Loan made by it any Lender shall also be evidenced by a single corresponding promissory note duly executed and delivered on the Funding Date by the Borrower to each Lender, substantially in the form of Exhibit B (each, a “Note”). If any Note is lost, stolen, or destroyed, the Borrower shall issue a replacement Note or Notes immediately upon request of the relevant Lender. The execution and delivery by the Borrower of the Notes shall not limit, reduce or otherwise affect the Obligations of the Borrower, and the rights and claims of the Lenders under any Note shall not replace or supersede the rights and claims of any Lender under this Agreement. In the event of a conflict between the terms of this Agreement and any Note, datedthe terms of this Agreement shall prevail. (b) After the effectiveness of an assignment made pursuant to Section 12.3, promptly after receipt of a request by the applicable assignee, the Borrower shall execute and deliver to the applicable assignee, in exchange for the case existing Note evidencing the Loans so assigned theretofore delivered to the assigning Lender pursuant to this Section 2.4, a new Note in substantially the form of (i) any Lender party hereto Exhibit B payable to such assignee, dated as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, applicable Borrowing and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon case of an assignment whereby the request assigning Lender retains a portion of such Lenderits Loans, the Borrower shall also execute and deliver or cause to be such assigning Lender, in exchange for the existing Note evidencing the Loans so assigned theretofore delivered on to the effective date of such increase or decreaseassigning Lender pursuant to this Section 2.4, a new Note in substantially the form of Exhibit B payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decreaseassigning Lender, dated as of the date of the applicable Borrowing and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, Any and all payments made on account costs and expenses that arise from this exchange of Notes shall be borne by the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s Assignee or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Noteassigning Lender.

Appears in 2 contracts

Samples: Loan Agreement, Senior Secured Loan Agreement (PCT LLC)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note. In such event, the Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Ellora Energy Inc), Credit Agreement (Ellora Energy Inc)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or amendment or other modification to this Agreement, as of the effective date of such the Assignment and AssumptionAssumption or other amendment or modification, as applicable, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall promptly return its prior Note to the Borrower the previously issued Borrower, marked “canceled” (or its equivalent) or an affidavit that such Note held by such Lenderhas been lost and (in any event) has been canceled. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Cabot Oil & Gas Corp), Credit Agreement (Cabot Oil & Gas Corp)

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Notes. Any Lender may request that The Loans made by it each Lender, if requested by such Lender, shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c2.06(d), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender completed. The replaced Note shall promptly return be deemed cancelled upon delivery from the Borrower to the Borrower the previously issued Note held by Lender of such Lendernew Note. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Samples: Credit Agreement (Epl Oil & Gas, Inc.), Credit Agreement (Energy Partners LTD)

Notes. Any Lender may request that the Loans made by it such Lender be evidenced by a single Note, Note dated, in the case of (i) any Lender party hereto as of the date of this AgreementInitial Availability Date, as of the Effective Initial Availability Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, Assumption or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Commitments pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(c) or otherwise), upon at the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, Lender and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Exterran Holdings Inc.)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Resolute Energy Corp)

Notes. Any Lender may request that the Revolving Loans made by it such Lender be evidenced by a single Note, Note dated, in the case of (i) any Lender party hereto as of the date of this AgreementEffective Date, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, Assumption or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Commitments pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, denominated in US Dollars, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(c) or otherwise), upon at the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decreasedecrease or thereafter, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment (denominated in US Dollars) after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Revolving Loan made by each Lender, Lender and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, Notes and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Exterran Corp)

Notes. Any Lender may request that (a) The Revolving Credit Loans made by it each Lender shall be evidenced by a single Note, dated, promissory note of the Company substantially in the case form of (i) any Lender party hereto as of Exhibit A-1 hereto, dated the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasehereof, payable to the order of such Lender in a principal amount equal to the amount of its Maximum Revolving Credit Amount Commitment as originally in effect on such date, and otherwise duly completed. In . (b) The Swingline Loans made by the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06Swingline Bank shall be evidenced by a single promissory note of the Company in substantially the form of Exhibit A-2 hereto, Section 12.04(b) or otherwise), upon dated the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decreasethis Agreement, a new Note payable to such Lender the Swingline Bank in a principal amount equal to its Maximum Credit Amount after giving the amount of the Swingline Commitment as originally in effect to such increase or decrease, and otherwise duly completed completed. The date and amount of each Swingline Loan and each payment made on account of the principal thereof, shall be recorded by the Swingline Bank on its books and, prior to any transfer of the Swingline Note, endorsed by the Swingline Bank on the schedule attached to such Lender Swingline Note or any continuation thereof; provided that the failure by the Swingline Bank to make any such recordation or endorsement shall promptly return not affect any of the obligations of the Company hereunder or under the Swingline Note to the Borrower the previously issued Note held by such Lender. make a payment when due. (c) The date, amount, Type, interest rate and, and duration of Interest Period (if applicable, Interest Period ) of each Revolving Credit Loan made by each LenderLender to the Company, and all payments each payment made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfertransfer of the Revolving Credit Note evidencing Loans held by it, may be endorsed by such Lender on a the schedule attached to such Revolving Credit Note or any continuation thereof or on any separate record maintained by thereof; provided that the failure of such Lender. Failure Lender to make any such notation recordation or to attach a schedule endorsement shall not affect the obligations of the Company to make a payment when due of any Lender’s amount owing hereunder or the Borrower’s rights or obligations under such Revolving Credit Note in respect of such Loans or affect the validity of such transfer by any Lender of its NoteRevolving Credit Loans.

Appears in 1 contract

Samples: Credit Agreement (Barnes & Noble Inc)

Notes. Any Lender may (a) Upon request that Loans of any Lender, the Advances made by it such Lender hereunder shall be evidenced by a single Note, dated, in the case of (i) any Lender party hereto as duly executed promissory note of the Borrower payable to each Lender in substantially the form of Exhibit A (collectively, the “Notes”). The Note issued to a Lender shall be dated the Closing Date or the date of this Agreement, as of the Effective Date, (ii) any Lender that on which such Person becomes a party hereto pursuant to an Assignment and Assumption, as of the effective Lender hereunder (or such later date of on which such Assignment and Assumption, or (iii) in the case Lender requests delivery of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender Note) and shall be in a maximum principal amount equal to its such Lender’s Commitment or Maximum Credit Conduit Lender Advance Amount (as in effect on such date, applicable) and shall otherwise be duly completed. In Thereafter, the event that any Lender’s Maximum Credit Amount increases or decreases for any reason Advances made by such Lender and interest thereon shall at all times (whether including after assignment permitted pursuant to Section 2.06, Section 12.04(b10.16) or otherwise), upon the request of be represented by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the payee named therein and its registered assigns. (b) Each Lender in a principal amount equal is hereby authorized to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender enter on a schedule attached to such the Note or any continuation thereof or on any separate record maintained as to which it is the payee the following notations (which may be computer generated) with respect to each Advance made by such Lender: (i) the date and principal amount thereof and (ii) each payment and repayment of principal thereof, and any such recordation shall constitute prima facie evidence of the accuracy of the information so recorded. Failure The failure of a Lender to make any such notation or on the schedule attached to attach a schedule the applicable Note shall not affect any Lender’s limit or the Borrower’s rights or obligations in respect of such Loans or otherwise affect the validity obligation of such transfer by any Lender of its Notethe Borrower to repay the Advances in accordance with their respective terms as set forth herein.

Appears in 1 contract

Samples: Receivables Loan, Security and Servicing Agreement (Flowers Foods Inc)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A-1, with respect to Revolving Loans, and Exhibit A-2 with respect to Term Loans, as applicable. Each such Note shall be dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment, its Term Loan Commitment as in effect on such date, and otherwise duly completed. In the event that If any Revolving Lender’s Maximum Credit Amount 's Commitment increases or decreases for any reason (whether pursuant to Section 2.062.05, Section 12.04(b13.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Revolving Lender in a principal amount equal to its Maximum Credit Amount Commitment, after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Baseline Oil & Gas Corp.)

Notes. Any If a Lender may shall make a written request that to the Administrative Agent and the Borrower to have its Loans made by it be evidenced by a Note, then, for each such Lender, the Borrower shall execute and deliver a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Elected Commitment Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Elected Commitment Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Elected Commitment Amount after giving effect to such increase or decrease, and otherwise duly completed and completed, provided that such Lender shall promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (HighPoint Resources Corp)

Notes. Any Lender may request that The Revolving Credit Loans (other than Swingline Loans) made by it each Revolving Credit Lender shall, at the request of such Revolving Credit Lender, be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit I-1, dated, in the case of dated (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Closing Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such an Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c12.06(b), as of the effective date of such increase, payable to the order of such Revolving Credit Lender in a principal amount equal to its Maximum Revolving Credit Amount as originally in effect on and otherwise duly completed and such datesubstitute Notes as required by Section 12.06(b). The Term Loans made by each Term Lender shall, at the request of such Term Lender, be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit I-2, dated as of (i) the Closing Date or (ii) the effective date of an Assignment pursuant to Section 12.06(b), payable to the order of such Term Lender and otherwise duly completed. In The Swingline Loans made by the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Swingline Lender resulting from the advances under Section 2.062.01(c) shall, Section 12.04(b) or otherwise), upon at the request of such the Swingline Lender, be evidenced by a promissory note of the Borrower shall deliver or cause to be delivered on in substantially the effective date form of such increase or decreaseExhibit I-3, a new Note dated the Closing Date, payable to such the order of the Swingline Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such LenderSwingline Commitment. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its NoteNotes, and, prior to any transfer, transfer may be endorsed by such Lender on a the schedule attached to such Note Notes or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (NPC International Inc)

Notes. Any Lender may request that The Revolving Credit Loans (other than Swingline Loans) made by it each Re- volving Credit Lender shall, at the request of such Revolving Credit Lender, be evidenced by a single Notepromissory note of the Borrowers in substantially the form of Exhibit I-1 to the Original Credit Agreement, dated, in the case of dated (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Origi- nal Closing Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such an Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c12.06(b), as of the effective date of such increase, payable to the order of such Revolving Credit Lender in a principal amount equal to its Maximum Revolving Credit Amount as originally in effect on and otherwise duly completed and such datesubstitute Notes as required by Section 12.06(b). The Term Loans made by each Term Lender shall, at the request of such Term Lender, be evidenced by a single promissory note of the Borrowers in substantially the form of Exhibit I-2 to the Original Credit Agreement, dated as of (i) the Restate- ment Effective Date or (ii) the effective date of an Assignment pursuant to Section 12.06(b), payable to the order of such Term Lender and otherwise duly completed. In The Swingline Loans made by the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Swingline Lender resulting from the advances under Section 2.062.01(c) shall, Section 12.04(b) or otherwise), upon at the request of such the Swingline Lender, be evidenced by a promissory note of the Borrower shall deliver or cause Borrowers in substantially the form of Exhibit I-3 to be delivered on the effective date of such increase or decreaseOriginal Credit Agreement, a new Note dated the Original Closing Date, payable to such the order of the Swingline Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such LenderSwingline Commit- ment. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments pay- ments made on account of the principal thereof, may shall be recorded by such Lender on its books for its NoteNotes, and, prior to any transfer, transfer may be endorsed by such Lender on a the schedule attached to such Note Notes or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the any Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (NPC Restaurant Holdings, LLC)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment the assignment and Assumptionassumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and the original of each Note replaced by such Lender a new Note shall promptly return be returned to the Borrower by the previously issued Note held by such Lenderpayee thereof. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Energy Partners LTD)

Notes. Any Lender may request that The Loans made by it each Lender, if requested by such Lender, shall be evidenced by a single Notepromissory note of the Borrower for each Class of Loans made by such Lender in substantially the form of Exhibit A-1 with respect to a Term Loan and Exhibit A-2 with respect to Revolving Loans, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Term Loan Commitment or Revolving Loan Commitment, as in effect on such dateapplicable, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(a) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Term Loan Commitment or Revolving Loan Commitment, as applicable, after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Class, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its applicable Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Southcross Energy Partners, L.P.)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Oasis Petroleum Inc.)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(a) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and each such Lender shall promptly return deliver the prior effective Note to the Borrower the previously issued Note held by promptly upon receipt of such Lendernew Note. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Kodiak Oil & Gas Corp)

Notes. Any Lender may request that The Loans made by it each Lender shall, if requested by such Lender, be evidenced by a single Notepromissory note of the Borrower, dated, substantially in the case form of (i) any Lender party hereto Exhibit A hereto, with appropriate insertions, dated as of the date hereof and payable to the order of this Agreementsuch Lender, as in the face amount of such Lender's Commitment (all promissory notes so requested and issued, the Effective Date"Notes"). Each Lender is hereby authorized to record the date and the amount of each Loan it makes, and the date and amount of each payment of principal and interest thereon, (i) on a schedule annexed to its Note, if any, or maintained in connection therewith or (ii) otherwise in such Lender's records. Any such recordation by any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as shall constitute prima facie evidence of the effective date accuracy of the information so recorded; provided, however, that neither the failure to make any such Assignment recordation, nor any error in any such recordation, shall affect the Obligations. The election by any Lender not to request the execution and Assumptiondelivery of a Note, or its surrender of a Note for cancellation without requesting the issuance of a replacement Note, shall in no way impair or otherwise adversely affect the Borrowers' Obligations to such Lender in respect of the Loans, which Obligations shall be evidenced (iiior continue to be evidenced) by the Loan Documents. References in the case of Loan documents to amounts payable under any Lender's Note shall mean, with respect to a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c)whom no Note is then outstanding, as of the effective date of such increase, amounts payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completedunder the Loan Documents. In connection with any permitted assignment of an interest in the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant Loans by a Lender to whom no Note is then issued, then, notwithstanding the provisions of Section 2.06, Section 12.04(b9.4.5(b) or otherwise), upon requiring the request of such Lender, surrender by the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any assigning Lender of its Note, the assignee shall be entitled, upon request, to the issuance to it of a Note reflecting the amount of its Commitment.

Appears in 1 contract

Samples: Revolving Credit Agreement (Hollywood Entertainment Corp)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, Class, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (EV Energy Partners, LP)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(a) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Dune Energy Inc)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Bill Barrett Corp)

Notes. Any Lender may Upon the request that of a Lender, the Loans made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, (i) as of the date of this Agreement in the case of (i) any Lender party hereto as of the date of this Agreement, Agreement or (ii) as of the Effective Date, (ii) effective date of the Assignment and Assumption in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Linn Energy, LLC)

Notes. Any Lender may request that Loans If requested by a Lender, the Term Loan and Revolving Loans, as applicable, made by it such Lender shall be evidenced by a single Term Loan Note or Revolving Credit Note, as applicable, of the Borrower in substantially the form of Exhibit A-1 and Exhibit A-2, respectively, in each case dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, each payable to such Lender or its registered assigns in a principal amount equal to the principal amount of the Term Loan held by such Term Lender or its Maximum Revolving Credit Amount Amount, as applicable, as in effect on such date, and otherwise duly completed. In the event that any Revolving Credit Lender’s Maximum Revolving Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Revolving Credit Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Revolving Credit Lender is then holding a Revolving Credit Note, on the effective date of such increase or decrease, a new Note Revolving Credit Note, payable to such Revolving Credit Lender or its registered assigns in a principal amount equal to its Maximum Revolving Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and completed. In the event any Term Lender’s share of the outstanding Term Loans increases for any reason (whether pursuant to Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender shall promptly return Term Lender, deliver or cause to be delivered, to the Borrower extent such Term Lender is then holding a Term Loan Note, on the previously issued effective date of such increase, a new Term Loan Note held by payable to such LenderTerm Lender or its registered assigns in a principal amount equal to its outstanding Term Loans as of such date. The date, amount, Type, interest rate and, if applicable, Interest Period of each Term Loan and Revolving Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Term Loan Note and Revolving Credit Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderas applicable. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such any transfer by any Lender of its Term Loan Note and/or Revolving Credit Note.

Appears in 1 contract

Samples: Credit Agreement (Chaparral Energy, Inc.)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a ----- single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment the assignment and Assumptionassumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount 's Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (St Mary Land & Exploration Co)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Additional Lender that becomes a Lender party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Montage Resources Corp)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed completed, and such each Lender shall promptly return to the Borrower the previously issued Note held by such Lenderso replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Debtor in Possession Credit Agreement (Approach Resources Inc)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this AgreementEffective Date, as of the Effective Date, Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteLoans.

Appears in 1 contract

Samples: Credit Agreement (Forest Oil Corp)

Notes. Any Lender may request that The Revolving Credit Loans (other than Swingline Loans) made by it each Revolving Credit Lender shall, at the request of such Revolving Credit Lender, be evidenced by a single Notepromissory note of the Borrowers in substantially the form of Exhibit I-1 to the Original Credit Agreement, dated, in the case of dated (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Original Closing Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such an Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c12.06(b), as of the effective date of such increase, payable to the order of such Revolving Credit Lender in a principal amount equal to its Maximum Revolving Credit Amount as originally in effect on and otherwise duly completed and such datesubstitute Notes as required by Section 12.06(b). The Term Loans made by each Term Lender shall, at the request of such Term Lender, be evidenced by a single promissory note of the Borrowers in substantially the form of Exhibit I-2 to the Original Credit Agreement, dated as of (i) the Third Restatement Effective Date or (ii) the effective date of an Assignment pursuant to Section 12.06(b), payable to the order of such Term Lender and otherwise duly completed. In The Swingline Loans made by the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Swingline Lender resulting from the advances under Section 2.062.01(c) shall, Section 12.04(b) or otherwise), upon at the request of such the Swingline Lender, be evidenced by a promissory note of the Borrower shall deliver or cause Borrowers in substantially the form of Exhibit I-3 to be delivered on the effective date of such increase or decreaseOriginal Credit Agreement, a new Note dated the Original Closing Date, payable to such the order of the Swingline Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such LenderSwingline Commitment. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its NoteNotes, and, prior to any transfer, transfer may be endorsed by such Lender on a the schedule attached to such Note Notes or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the any Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (NPC Restaurant Holdings, LLC)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) or any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender or its registered assigns in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender or its registered assigns in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and and, upon request by the Borrower, such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Berry Corp (Bry))

Notes. Any Lender may request that The Loans made by it the Lenders shall be evidenced by a single Notepromissory note, executed and delivered by the Borrowers, payable to the order of each Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amount pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.062.06(c), Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower Borrowers shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record CHAPARRAL ENERGY, L.L.C. SEVENTH RESTATED CREDIT AGREEMENT maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the any Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Chaparral Energy, Inc.)

Notes. Any Lender may request that Loans (a) The Loan made by it each Lender shall be evidenced by a single Note, dated, promissory note of the Borrower substantially in the case form of (i) any Lender party hereto as of Exhibit A hereto, dated the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasehereof, payable to such Lender in a principal amount equal to the amount of its Maximum Credit Amount Commitment as originally in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason . (whether pursuant to Section 2.06, Section 12.04(bb) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, and duration of each Interest Period (if applicable, Interest Period ) of or for each Loan made by each LenderLender to the Borrower, and all payments each payment made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfertransfer of the Note held by it, may be endorsed by such Lender on a the schedule attached to such Note or any continuation thereof or on any separate record maintained by thereof; provided that the failure of such Lender. Failure Lender to make any such notation recordation or to attach a schedule endorsement shall not affect the obligations of the Borrower to make a payment when due of any Lender’s amount owing hereunder or the Borrower’s rights or obligations under such Note in respect of such Loans the Loans. Credit Agreement (c) No Lender shall be entitled to have its Note substituted or affect the validity exchanged for any reason, or subdivided for promissory notes of lesser denominations, except in connection with a permitted assignment of all or any portion of such transfer Lender's Loan and Note pursuant to Section 12.06 hereof or a required assignment of all of such Lender's Loans as contemplated by Section 5.07 hereof (and, (x) if requested by any Lender or in connection with any such required assignment, the Borrower agrees to so exchange any Note and (y) promptly following delivery to any Lender of its Notereplacement Note(s), such Lender (if such Lender is an assigning Lender) agrees to deliver to the Borrower such Lender's existing Note marked canceled).

Appears in 1 contract

Samples: Credit Agreement (Rutherford-Moran Oil Corp)

Notes. Any Lender may request that The Loans made by it the Lenders shall be evidenced by a single Notepromissory note, executed and delivered by the Borrowers, payable to the order of each Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower Borrowers shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the any Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Chaparral Energy, Inc.)

Notes. Any Lender may request that Loans made by it be evidenced by a single Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender and substantially in the form of Exhibit A dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Additional Lender that becomes a Lender party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on as of the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (Halcon Resources Corp)

Notes. Any Lender may request that the Loans made by it be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseeach case, payable to such Lender or its registered assigns in a principal amount equal to the aggregate principal amount of its Maximum Credit Amount Loans as in effect on such date, and otherwise duly completed. In the event that the aggregate principal amount of any Lender’s Maximum Credit Amount Loans increases or decreases for any reason (whether pursuant to Section 2.062.01, Section 12.04(b13.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender or its registered assigns in a principal amount equal to the aggregate principal amount of its Maximum Credit Amount Loans after giving effect to such increase or decrease, and otherwise duly completed and completed. Borrower’s obligation to deliver a Note evidencing Loans for which the Borrower has previously delivered a Note shall be subject to Borrower’s receipt of such Lender previously-delivered Note or satisfactory indemnity therefor in Borrower’s discretion. The replaced Note shall promptly return be deemed cancelled upon delivery from the Borrower to the Borrower the previously issued Note held by Lender of such Lendernew Note. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Senior Secured Term Loan Credit Agreement (Eos Energy Enterprises, Inc.)

Notes. Any Lender may Upon request that of such Lender, the Loans made by it a Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, datedand, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Borrowing Base Commitments pursuant to Section 2.06(c2.07(g), such Note shall be dated as of the effective date of such increase, or (iii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, payable to such Lender or its registered assigns in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender or its registered assigns in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against return to the Borrower of the previously issued Note held by such Lenderso replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Earthstone Energy Inc)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Plains Exploration & Production Co)

Notes. Any Lender may request that If requested by a Lender, the Loans of any Class made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibits X-0, X-0, or A-3, as appropriate, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumptionother Lender, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasehereto, payable to such Lender in a principal amount equal to its Maximum Credit Amount Amount, the principal amount of its 5-Year Term Loan, or the principal amount of its 7-Year Term Loan, as the case may be, as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason or the amount of a Term Lender’s Term Loans increases (whether pursuant to Section 2.06, Section 2.09, Section 12.04(b) or otherwise), upon the request of ) and at such Lender’s request, the Borrower shall deliver or cause to be delivered delivered, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount (after giving effect to such increase or decrease), the principal amount of its 5-Year Term Loan (after giving effect to such increase), or the principal amount of its 7-Year Term Loan (after giving effect to such increase), as the case may be, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, Class, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its NoteNote of such Class, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its such Note.

Appears in 1 contract

Samples: Credit Agreement (Plains Exploration & Production Co)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it such Lender shall each be evidenced by a single NoteNote of the Borrower, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitments pursuant to Section 2.06(c) or (iii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender and upon the return of the Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form, in the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each such Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note. Upon request of the Borrower, promptly following Payment in Full, each Lender shall return to the Borrower any Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form.

Appears in 1 contract

Samples: Credit Agreement (Sundance Energy Inc.)

Notes. Any Lender may request that If requested by a Lender, the Revolving Loans and the each Term Loan, as applicable, made by it such Lender shall each be evidenced by a single NoteNote of the Borrower, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount and/or its Term Loans outstanding, as applicable, as in effect on such date, and otherwise duly completed. In Upon request from a Lender and upon the return of the Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form, in the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each such Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note. Upon request of the Borrower, promptly following Payment in Full, each Lender shall return to the Borrower any Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form.

Appears in 1 contract

Samples: Credit Agreement (Sundance Energy Australia LTD)

Notes. Any Lender may request in writing that the Loans made by it be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseeach case, payable to such Lender or its registered assigns in a principal amount equal to the aggregate principal amount of its Maximum Credit Amount Loans as in effect on such date, and otherwise duly completed. In the event that the aggregate principal amount of any Lender’s Maximum Credit Amount Loans increases or decreases 102563340 25 for any reason (whether pursuant to Section 2.062.01, Section 12.04(b13.04(b) or otherwise), upon the written request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender or its registered assigns in a principal amount equal to the aggregate principal amount of its Maximum Credit Amount Loans after giving effect to such increase or decrease, and otherwise duly completed and completed. Borrower’s obligation to deliver a Note evidencing Loans for which the Borrower has previously delivered a Note shall be subject to Xxxxxxxx’s receipt of such Lender previously-delivered Note or satisfactory indemnity therefor in Xxxxxxxx’s discretion. The replaced Note shall promptly return be deemed cancelled upon delivery from the Borrower to the Borrower the previously issued Note held by Lender of such Lendernew Note. The date, amount, Type, interest rate and, if applicable, Interest Period date and amount of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Senior Secured Term Loan Credit Agreement (AST SpaceMobile, Inc.)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to the principal amount of its Maximum Credit Amount Commitment (or if such Commitments have terminated, the aggregate principal amount of such Lender’s Loans) as in effect on of such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender2.07, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decreaseincrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment and outstanding Loans after giving effect to such increase or decreaseincrease, and otherwise duly completed (and such Lender the prior Note shall promptly return be destroyed or, upon request of the Borrower, returned to the Borrower with an indication that the previously issued Note held by such Lendersame has been discharged). The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Rex Energy Corp)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement (subject to clauses (ii) and (iii) of this section), (ii) any Lender that becomes a party hereto or that has its Maximum Credit Amount increased pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto or that has its Maximum Credit Amount increased in connection with an increase in the Aggregate Elected Commitment Amount pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Samples: Credit Agreement (Sanchez Energy Corp)

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