Performance of Obligations by the Borrower. (1) For the purpose of performance of its obligations hereunder, the Borrower shall remit to the Agent Account the monies, for which the Due Date is specified in this Agreement, not later than the Payment Time and the monies, for which the Due Date is not specified herein, upon the request by the Agent without delay. In such case, the Borrower's obligations towards the Agent or the Lenders shall be deemed to have been performed upon such money being credited to the Agent Account. (2) Unless otherwise provided in this Agreement, the Borrower shall not pay for its obligations under this Agreement directly to the Lenders in violation of the provisions of the preceding Paragraph ( 1). If any Lender receives payment from the Borrower, such Lenders shall pay immediately to the Agent the sum so received, and upon such sum being received by the Agent, the obligations with respect to such sum shall be deemed to have been performed. (3) Payments made by the Borrower under this Agreement shall be applied in the following order; provided, however, that if the payment obligations of the Borrower are accelerated pursuant to Article 19, subject to the provisions of Article 16, this Paragraph (3) shall not apply: (a) Any expenses and costs to be borne by the Borrower under this Agreement which have been paid by the Agent for the Borrower and the Agent Fee, and any default interest thereon; (b) Any expenses and costs to be borne by the Borrower under this Agreement which shall be due and owing to a third party; (c) Any expenses and costs to be borne by the Borrower under this Agreement which have been paid by the Lenders for the Borrower, and default interest thereon; (d) Default interest (excluding default interest mentioned in Sub-paragraphs (a) and (c) of this Paragraph (3)) and the Break Funding Costs; (e) Interest on the Loan; and (f) Principal of the Loan. (4) In applying payments pursuant to the preceding Paragraph (3), if the amount so applied is insufficient to pay the full amount of any item enumerated above, as to the first item not to be satisfied (the "Unsatisfied Item"), the remaining amount after subtraction of the amount applied to the items in priority to the Unsatisfied Item from the amount paid by the Borrower shall be applied on a pro rata basis according to the share of each obligation due and payable by the Borrower with respect to such Unsatisfied Item. (5) The Borrower shall not deduct any Taxes and Duties from the payment of obligations under this Agreement unless such deduction is required by Laws and Ordinances. If such deduction is required to be made from the amount payable by the Borrower, the Borrower shall pay such additional amounts as will result in payment to the Lenders and the Agent of the amounts which would otherwise have been payable. In such case, the Borrower shall send the tax certificate (or any other documents which may be obtainable or available by the Borrower and satisfactory to the Lenders or the Agent) with respect to withholding tax issued by the tax authorities or other regulatory agencies in the United States of America directly to the relevant Lenders or the Agent within 30 days after the payment thereof.
Appears in 3 contracts
Samples: Term Loan Agreement (Dentsply International Inc /De/), Term Loan Agreement (Dentsply International Inc /De/), Term Loan Agreement (Dentsply International Inc /De/)
Performance of Obligations by the Borrower. (1) For the purpose of performance of its obligations hereunder, the Borrower shall remit to the Agent Account the monies, for which the Due Date is specified in this Agreement, not later than the Payment Time and the monies, for which the Due Date is not specified herein, upon the request by the Agent without delay. In such case, the Borrower's obligations towards the Agent or the Lenders shall be deemed to have been performed upon such money being credited to the Agent Account.
(2) Unless otherwise provided in this Agreement, the Borrower shall not pay for its obligations under this Agreement directly to the Lenders in violation of the provisions of the preceding Paragraph (
1). If any Lender receives payment from the Borrower, such Lenders shall pay immediately to the Agent the sum so received, and upon such sum being received by the Agent, the obligations with respect to such sum shall be deemed to have been performed.
(3) Payments made by the Borrower under this Agreement shall be applied in the following order; provided, however, that if the payment obligations of the Borrower are accelerated pursuant to Article 19, subject to the provisions of Article 16, this Paragraph (3) shall not apply:
(a) Any expenses and costs to be borne by the Borrower under this Agreement which have been paid by the Agent for the Borrower and the Agent Fee, and any default interest thereon;
(b) Any expenses and costs to be borne by the Borrower under this Agreement which shall be due and owing to a third party;
(c) Any expenses and costs to be borne by the Borrower under this Agreement which have been paid by the Lenders for the Borrower, and default interest thereon;
(d) Default interest (excluding default interest mentioned in Sub-paragraphs (a) and (c) of this Paragraph (3)) and the Break Funding Costs;
(e) Interest on the Loan; and
(f) Principal of the Loan.
(4) In applying payments pursuant to the preceding Paragraph (3), if the amount so applied is insufficient to pay the full amount of any item enumerated above, as to the first item not to be satisfied (the "Unsatisfied Item"), the remaining amount after subtraction of the amount applied to the items in priority to the Unsatisfied Item from the amount paid by the Borrower shall be applied on a pro rata basis according to the share of each obligation due and payable by the Borrower with respect to such Unsatisfied Item.
(5) The Borrower shall not deduct any Taxes and Duties from the payment of obligations under this Agreement unless such deduction is required by Laws and Ordinances. If such deduction is required to be made from the amount payable by the Borrower, the Borrower shall pay such additional amounts as will result in payment to the Lenders and the Agent of the amounts which would otherwise have been payable. In such case, the Borrower shall send the tax certificate (or any other documents which may be obtainable or available by the Borrower and satisfactory to the Lenders or the Agent) with respect to withholding tax issued by the tax authorities or other regulatory agencies in the United States of America directly to the relevant Lenders or the Agent within 30 days after the payment thereof.
Appears in 1 contract
Samples: Term Loan Agreement
Performance of Obligations by the Borrower. (1) For the purpose of the repayment of the Individual Loans and the performance of its any other obligations owed by the Borrower hereunder, the Borrower shall remit transfer the monies sufficient for the Borrower to fulfill the obligations to the Agent Syndicate Account by the monies, for which Payment Time if the Due Payment Date is specified in this Agreement, not later than the Payment Time and the monies, for which the Due Date is not specified herein, or promptly upon the request by the Agent without delayif the Payment Date is not specified herein. The Agent shall withdraw the monies to be distributed by 3:00 p.m. on the Payment Date if the Payment Date is specified herein, or by 3:00 p.m. on the date on which the transfer of the monies to the Syndication Account was made. In such casecases, the Borrower's obligations towards the Agent or the Lenders Borrower shall be deemed to have been performed upon such money being credited its obligations owed to the Agent and/or the Lenders upon the withdrawal by the Agent of the monies from Syndicate Account; provided, however, that if a Refinancing New Advance is provided pursuant to Article 7(1)(i) based upon the application set forth in Article 5(6), the Payment Time for the principal of the Individual Advance Payable constituting the Refinanced Existing Advance shall be postponed until the time the Refinancing New Advance is deemed provided pursuant to Article 7(1)(i), and the payment obligation for the principal of the Individual Advance constituting the Refinanced Existing Advance shall be deemed performed at the time such Refinancing New Advance is provided pursuant to Article 7(1)(i). And, if a Refinancing New Advance is made pursuant to Article 7(1)(ii), the principal of the Refinanced Existing Advance equivalent to the principal of the Individual Advance Amount constituting the Refinancing New Advance shall be deemed performed at the time such Refinancing New Advance is provided.
(2) Unless otherwise provided in this Agreement, the Borrower shall not pay for its obligations under this Agreement debt hereunder directly to the Lenders in violation of other than the provisions of Agent contrary to the preceding Paragraph (
1). If any a Lender receives any payment directly from the BorrowerBorrower in breach of the preceding sentence, such Lenders a Lender shall pay immediately to the Agent the sum entire amount so received, and upon such sum being received by in respect of the debt the Borrower pays directly to the Lender other than the Agent, the obligations with respect to such sum debt shall be deemed repaid, to have been performedthe extent of the amount the Agent received, at the time the Agent received such an amount. The Borrower shall not pay in kind its debt hereunder unless otherwise agreed in writing by the Agent and all Lenders.
(3) Payments The payment made by the Borrower under this Agreement shall be applied in the following order; provided, however, that if where a Refinancing New Advance is provided based upon an application set forth in Article 5(6), the payment obligations proviso of Article 18
(1) shall prevail with respect to the principal of the Borrower are accelerated pursuant to Article 19, subject to Individual Advance constituting the provisions of Article 16, this Paragraph (3) shall not applyRefinanced Existing Advance:
(ai) Any expenses and costs to be borne by the Borrower under this Agreement which have been paid by the Agent for in place of the Borrower and the Agent Fee, and any default interest thereon;
(bii) Any expenses and costs to be borne by the Borrower under this Agreement which shall be due and owing paid to a third party;
(ciii) Any expenses and costs to be borne by the Borrower under this Agreement which have been paid by the Lenders for in place of the Borrower, and default interest thereon;
(div) Default interest (excluding default interest mentioned in Sub-paragraphs (ai) and (ciii) of this Paragraph (3)) and the Break Funding Breakage Costs;
(ev) Facility Fee;
(vi) Interest on the LoanAdvance; and
(fvii) Principal of the LoanAdvance.
(4) In applying payments a payment pursuant to the preceding Paragraph (3), if the amount so applied is insufficient to pay the full amount of any item enumerated above, as to the first item not to be satisfied in full (the "“Unsatisfied Item"”), the remaining amount of the payment after subtraction of the amount applied in full to the upper items in priority to of the Unsatisfied Item from the amount paid by the Borrower shall be applied to such Unsatisfied Item on a pro rata basis according to the share ratio of each obligation the amount of the debt due and payable owed by the Borrower to each Lender with respect to such Unsatisfied Item.
(5) The Borrower shall not deduct any Taxes and Duties from the payment of obligations under this Agreement unless such deduction is required by Laws and Ordinances. If any such deduction is required to be made in consideration of any Taxes and Duties from the amount payable by the Borrower, the Borrower shall pay extra amount such additional amounts as will result in payment that notwithstanding such deductions the amount to be distributed or paid to the Lenders Agent and the Agent of Lenders shall be sufficient to repay the amounts which would otherwise have been debt due and payable. In such casecases, the Borrower shall send the tax certificate (or any other documents which may be obtainable or available by the Borrower and satisfactory to the Lenders or the Agent) with respect to withholding tax issued by the tax authorities or other regulatory agencies in the United States of America relevant jurisdiction directly to the relevant Lenders or the Agent within 30 days after the payment thereof.
Appears in 1 contract
Samples: Revolving Credit Facility Agreement (Spansion Inc.)
Performance of Obligations by the Borrower. (1) For the purpose of performance of Each Borrower shall repay its obligations hereunder, by making a deposit into the Borrower shall remit to Syndicate Account (i) by the Agent Account the monies, Payment Time for those obligations which the Due Payment Date is specified in provided for under this Agreement, not later than or (ii) immediately upon the request of the Facility Agent, for those obligations which the Payment Time and the monies, for which the Due Date is not specified herein, upon provided for under this Agreement and the request by obligation of the Agent without delay. In such case, the Borrower's obligations towards relevant Borrower to the Agent or the Lenders shall be deemed to have been performed upon when the Borrower makes such money being credited to deposit into the Agent Account.
(2) Unless otherwise provided for in this Agreement, even if the Borrower makes a payment, contrary to paragraph (1) of this section, directly to the Lender and not through the Paying Agent as repayment of the obligations under this Agreement, such payment shall not pay for its be deemed as performance of obligations under this Agreement. In this case, the Lender who received such payment shall deliver the money it received to the Paying Agent and the Borrower’s obligations under this Agreement directly to the Lenders in violation of the provisions of the preceding Paragraph (
1). If any Lender receives payment from the Borrower, such Lenders shall pay immediately to the Agent the sum so received, and upon such sum being received by the Agent, the obligations with respect to such sum shall be deemed to have been performedperformed with respect to such money upon the receipt of such money by the Paying Agent; provided, however, that in the case where the Borrower disposes (through voluntary sale; nin-i-baikyaku) the assets which is subject to a revolving security (ne-tanpoken) (excluding those created in breach of the provisions of this Agreement) that have been granted in favour of a Lender as the secured party, and directly pays to that Lender the proceeds it receives from such disposal in order to perform its obligations under this Agreement, such direct payment shall be considered as performance of the obligations under this Agreement, and in such case the relevant Lender shall promptly report to the Facility Agent the repayment amount and the contents of allocation. The Borrower may not perform its obligations under this Agreement by substitute performance (daibutsu bensai) unless the Facility Agent and all the Lenders give their prior written consent.
(3) Payments made by the Borrower under in this Agreement section shall be applied in the following orderorder set out below (Order of Application); provided, however, that if in the payment obligations of case the Borrower are accelerated pursuant to Article 19, subject Borrower’s obligation become due and payable prior to the stated maturity, the provisions of Article 16, separately provided under this Paragraph (3) Agreement shall not apply:
(ai) Any expenses and costs among the expenses, etc. to be borne by the each Borrower under this Agreement Agreement, those which have been paid by the Agent for has incurred on behalf of the Borrower and the Agent Fee, and any default interest thereon;
(bii) Any expenses and costs among the expenses, etc. to be borne by the each Borrower under this Agreement which shall be due and owing Agreement, those payable to a third partyperson;
(ciii) Any expenses and costs among the expenses, etc. to be borne by the each Borrower under this Agreement Agreement, those which have been paid by the Lenders for the have incurred on behalf of each Borrower, and default interest thereon;
(div) Default interest (excluding default interest mentioned in Sub-paragraphs (a) and (c) of this Paragraph (3)) and the Break Funding CostsCost in relation to Tranche A and Tranche B;
(ev) Interest the Commitment Fee in relation to Tranche A and Tranche B;
(vi) interest on the Loanloan in relation to Tranche A and Tranche B; and
(fvii) Principal principal of the Loan.loan in relation to Tranche A and Tranche B.
(4) In applying payments pursuant to Upon the application of payment in the preceding Paragraph (3)paragraph, if in the case where the applied amount falls short of the amount so applied is insufficient to pay under any of the full amount of any item enumerated aboveitems, as with respect to the first item not to be satisfied fully covered TRANSLATION OF THE ORIGINAL AGREEMENT IN JAPANESE (the "Unsatisfied “Deficient Item"”), the remaining amount amount, after subtraction of the amount applied application to the items in priority item ranked prior to the Unsatisfied Item from the amount paid by the Borrower Deficient Item, shall be applied on a pro rata basis according in proportion to the share amount of individual payment obligations owed by each obligation Borrower under the Deficient Item which have become due and payable by the Borrower with respect (such allocation method shall be referred to such Unsatisfied Itemas “Deficient Item Allocation Method”).
(5) The Borrower shall not deduct any Taxes and Duties from the payment of obligations under this Agreement unless such deduction is required by Laws and Ordinances. If such deduction is required to be made from the amount payable by the Borrower, the Borrower shall pay such additional amounts as will result in payment to the Lenders and the Agent of the amounts which would otherwise have been payable. In such case, the Borrower shall send the tax certificate (or any other documents which may be obtainable or available by the Borrower and satisfactory to the Lenders or the Agent) with respect to withholding tax issued by the tax authorities or other regulatory agencies in the United States of America directly to the relevant Lenders or the Agent within 30 days after the payment thereof.
Appears in 1 contract