Common use of Repayment and Amortization of Loans; Evidence of Debt Clause in Contracts

Repayment and Amortization of Loans; Evidence of Debt. (a) The US Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each US Revolving Lender the then unpaid principal amount of each US Revolving Loan on the Maturity Date, (ii) to the Administrative Agent the then unpaid amount of each US Protective Advance on the earlier of the Maturity Date and demand by the Administrative Agent, and (iii) to the Swingline Lender the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a US Revolving Loan is made, the US Borrower shall repay all Swingline Loans then outstanding. (b) The Canadian Borrower hereby unconditionally promises to pay (i) to the Canadian Administrative Agent for the account of each Canadian Revolving Lender the then unpaid principal amount of each Canadian Revolving Loan on the Maturity Date, (ii) to the Canadian Administrative Agent the then unpaid amount of each Canadian Protective Advance on the earlier of the Maturity Date and demand by the Canadian Administrative Agent, and (iii) to the Canadian Swingline Lender the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a Canadian Revolving Loan is made, the Canadian Borrower shall repay all Canadian Swingline Loans then outstanding. (c) The UK Borrower hereby unconditionally promises to pay (i) to the UK Administrative Agent for the account of each UK Revolving Lender the then unpaid principal amount of each UK Revolving Loan on the Maturity Date, (ii) to the UK Administrative Agent the then unpaid amount of each UK Protective Advance on the earlier of the Maturity Date and demand by the UK Administrative Agent, and (iii) to the UK Swingline Lender the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a UK Revolving Loan is made, the UK Borrower shall repay all UK Swingline Loans then outstanding. (d) The UAE Borrower hereby unconditionally promises to pay (i) to the UAE Administrative Agent for the account of each UAE Revolving Lender the then unpaid principal amount of each UAE Revolving Loan on the Maturity Date, and (ii) to the UAE Administrative Agent the then unpaid amount of each UAE Protective Advance on the earlier of the Maturity Date and demand by the UAE Administrative Agent. (e) The Singapore Borrower hereby unconditionally promises to pay (i) to the Singapore Administrative Agent for the account of each Singapore Revolving Lender the then unpaid principal amount of each Singapore Revolving Loan on the Maturity Date, and (ii) to the Singapore Administrative Agent the then unpaid amount of each Singapore Protective Advance on the earlier of the Maturity Date and demand by the Singapore Administrative Agent. (f) At all times that full cash dominion is in effect pursuant to Section 7.3 of the US Security Agreement, on each Business Day, at or before 11:00 a.m., Local Time, the Administrative Agent shall apply all funds credited to the Collection Account (as defined in the US Security Agreement) the previous Business Day (whether or not immediately available) first to prepay any US Protective Advances that may be outstanding, pro rata, and second to prepay the US Revolving Loans and the Swingline Loans and, if an Event of Default has occurred which is continuing, to cash collateralize outstanding LC Exposure. (g) At all times that full cash dominion is in effect pursuant to Section 7.3 of the Canadian Security Agreement, on each Business Day, at or before 11:00 a.m., Local Time, the Canadian Administrative Agent shall apply all immediately available funds credited to the Collection Accounts (as defined in the Canadian Security Agreement) first to prepay any Canadian Protective Advances that may be outstanding, pro rata, and second to prepay the Canadian Revolving Loans. (h) On each Business Day, at or before 10:00 a.m., Local Time, the UK Administrative Agent shall apply all immediately available funds received by the UK Administrative Agent from or for the account of the UK Borrower as and to the extent required in the UK Security Agreement and the Charge Over Accounts first to prepay any UK Protective Advances that may be outstanding, pro rata, and second to prepay the UK Revolving Loans.

Appears in 5 contracts

Samples: Credit Agreement (Edgen Group Inc.), Credit Agreement (Edgen Group Inc.), Credit Agreement (Edgen Group Inc.)

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Repayment and Amortization of Loans; Evidence of Debt. (a) The US Borrower Borrowers hereby unconditionally promises unconditionally, jointly and severally, promise to pay (i) to the Administrative Agent for the account of each US Revolving Lender the then unpaid principal amount of each US Revolving Loan on the Maturity Date, (ii) to the Administrative Agent the then unpaid amount of each US Protective Advance on the earlier of the Maturity Date and demand by the Administrative Agent, and (iii) to the Swingline Lender the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a US Revolving Loan is made, the US Borrower shall repay all Swingline Loans then outstanding. (b) The Canadian Borrower hereby unconditionally promises to pay (i) to the Canadian Administrative Agent for the account of each Canadian Revolving Lender the then unpaid principal amount of each Canadian Revolving Loan on the Maturity Date, (ii) to the Canadian Administrative Agent the then unpaid amount of each Canadian Protective Advance on the earlier of the Maturity Date and demand by the Canadian Administrative Agent, and (iii) to the Canadian Swingline Lender the then unpaid principal amount of each Swingline Loan on the earlier of the Maturity Date and on each Settlement Datethe first date after such Swingline Loan and Canadian Swingline Loan is made that is the 15th or last day of a calendar month and is at least two Business Days after such Swingline Loan and Canadian Swingline Loan is made; provided that on each date that a Canadian Revolving Loan is made, the Canadian Borrower Borrowers shall repay all Swingline Loans and Canadian Swingline Loans then outstanding. outstanding from the proceeds of Revolving Loans or otherwise, and (c) The UK Borrower hereby unconditionally promises to pay (iiv) to the UK Administrative Agent for the account of each UK Revolving Lender the then unpaid principal amount of each UK Revolving Loan on the Maturity Date, (ii) to the UK Administrative Agent the then unpaid amount of each UK Protective Advance Overadvance on the earlier of the Maturity Date and demand by the UK Administrative Agent, and (iii) to the UK Swingline Lender the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a UK Revolving Loan 30th day after such Overadvance is made, the UK Borrower shall repay all UK Swingline Loans then outstanding. (d) The UAE Borrower hereby unconditionally promises to pay (i) to the UAE Administrative Agent for the account of each UAE Revolving Lender the then unpaid principal amount of each UAE Revolving Loan on the Maturity Date, and (ii) to the UAE Administrative Agent the then unpaid amount of each UAE Protective Advance on the earlier of the Maturity Date and demand by the UAE Administrative Agent. (e) The Singapore Borrower hereby unconditionally promises to pay (i) to the Singapore Administrative Agent for the account of each Singapore Revolving Lender the then unpaid principal amount of each Singapore Revolving Loan on the Maturity Date, and (ii) to the Singapore Administrative Agent the then unpaid amount of each Singapore Protective Advance on the earlier of the Maturity Date and demand by the Singapore Administrative Agent. (fb) At all times that full cash dominion is in effect pursuant to Section 7.3 of the US Security Agreement, on each Business Day, at or before 11:00 a.m.1:00 p.m., Local TimeChicago time, the Administrative Agent shall apply all funds credited to the Collection Account (as defined in the US Security Agreement) the previous Business Day (whether or not immediately available) first to prepay any US Protective Advances that may be outstanding, pro rata, and second to prepay the US Revolving Loans and the Swingline Loans and, if an Event of Default has occurred which is continuing, to cash collateralize outstanding LC Exposure. (g) At all times that full cash dominion is in effect pursuant to Section 7.3 of the Canadian Security Agreement, on each Business Day, at or before 11:00 a.m., Local Time, the Canadian Administrative Agent shall apply all immediately available funds credited to the Collection Accounts (as defined in the Canadian Security Agreement) Account first to prepay apply to any Canadian Protective Advances and Overadvances that may be outstanding, pro rata, and second to prepay apply to the Revolving Loans (including Swingline Loans and Canadian Revolving Swingline Loans) and to cash collateralize outstanding LC Exposure (if and to the extent that such cash collateral is required under Section 2.06(j)). (hc) On Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrowers to such Lender resulting from each Business DayLoan made by such Lender, at or before 10:00 a.m., Local Time, including the UK amounts of principal and interest payable and paid to such Lender from time to time hereunder. (d) The Administrative Agent shall apply all immediately available funds maintain accounts in which it shall record (i) the amount of each Loan and the date such Loan is made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrowers to each Lender hereunder and (iii) the amount of any sum received by the UK Administrative Agent from or and the Canadian Funding Bank hereunder for the account of the UK Borrower as Lenders and each Lender’s share thereof. (e) The entries made in the accounts maintained pursuant to paragraph (c) or (d) of this Section shall be prima facie evidence of the existence and amounts of the obligations recorded therein (absent manifest error); provided that the failure of any Lender, the Administrative Agent or the Canadian Funding Bank to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrowers to repay the Loans in accordance with the terms of this Agreement. (f) Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the Borrowers shall prepare, execute and deliver to such Lender a promissory note payable to the extent required order of such Lender (or, if requested by such Lender, to such Lender and its successors and assigns) and substantially in the UK Security Agreement form attached hereto as Exhibit G. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.04) be represented by one or more promissory notes in such form payable to the Charge Over Accounts first order of the payee named therein (or, if such promissory note is a registered note, to prepay any UK Protective Advances that may be outstanding, pro rata, such payee and second to prepay the UK Revolving Loansits registered assigns).

Appears in 2 contracts

Samples: Credit Agreement (Core-Mark Holding Company, Inc.), Credit Agreement (Core-Mark Holding Company, Inc.)

Repayment and Amortization of Loans; Evidence of Debt. In each case, subject to Section 9.21: (a) The US Borrower Company hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each US Domestic Revolving Lender the then unpaid principal amount of each US Domestic Revolving Loan on the Maturity Date, (ii) to the Administrative Agent the then unpaid amount of each US Domestic Protective Advance on the earlier of the Maturity Date and demand by the Administrative Agent, and (iii) to the Swingline Lender the then unpaid principal amount of each Swingline Loan Domestic Overadvance on the earlier of the Maturity Date and on each Settlement Date; provided that on each date that a US Revolving Loan is made, demand by the US Borrower shall repay all Swingline Loans then outstandingAdministrative Agent. (b) [Reserved]. (c) The Canadian Borrower hereby unconditionally promises to pay to the Canadian Agent (i) to the Canadian Administrative Agent for the account of each Canadian Revolving Lender the then unpaid principal amount of each Canadian Revolving Loan on the Maturity Date, (ii) to the Canadian Administrative Agent the then unpaid amount of each Canadian Protective Advance on the earlier of the Maturity Date and demand by the Canadian Administrative Agent, Agent and (iii) to the Canadian Swingline Lender the then unpaid principal amount of each Swingline Loan Canadian Overadvance on the earlier of the Maturity Date and on each Settlement Date; provided that on each date that a demand by the Canadian Revolving Loan is made, the Agent. The Canadian Borrower shall repay all Canadian Swingline Loans then outstandingObligations in the currency in which they were borrowed or advanced. (cd) The UK Borrower European Borrowers hereby jointly and severally unconditionally promises promise to pay to the European Agent (i) to the UK Administrative Agent for the account of each UK European Revolving Lender the then unpaid principal amount of each UK European Revolving Loan on the Maturity Date, (ii) to the UK Administrative Agent the then unpaid amount of each UK European Protective Advance on the earlier of the Maturity Date and demand by the UK Administrative Agent, European Agent and (iii) to the UK Swingline Lender the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a UK Revolving Loan is made, the UK Borrower shall repay all UK Swingline Loans then outstanding. (d) The UAE Borrower hereby unconditionally promises to pay (i) to the UAE Administrative Agent for the account of each UAE Revolving Lender the then unpaid principal amount of each UAE Revolving Loan on the Maturity Date, and (ii) to the UAE Administrative Agent the then unpaid amount of each UAE Protective Advance European Overadvance on the earlier of the Maturity Date and demand by the UAE Administrative European Agent. The European Borrowers shall repay all European Obligations in the currency in which they were borrowed or advanced. (e) The Singapore Borrower hereby unconditionally promises to pay (i) to the Singapore Administrative Agent for the account of each Singapore Revolving Lender the then unpaid principal amount of each Singapore Revolving Loan on the Maturity Date, and (ii) to the Singapore Administrative Agent the then unpaid amount of each Singapore Protective Advance on the earlier of the Maturity Date and demand by the Singapore Administrative Agent[Reserved]. (f) At all times that full cash dominion is in effect pursuant to Section 7.3 of the US Security Agreement, on each Business Day, at or before 11:00 a.m., Local Time, the Administrative Agent shall apply all funds credited to the Collection Account (as defined in the US Security Agreement) the previous Business Day (whether or not immediately available) first to prepay any US Protective Advances that may be outstanding, pro rata, and second to prepay the US Revolving Loans and the Swingline Loans and, if an Event of Default has occurred which is continuing, to cash collateralize outstanding LC Exposure[Reserved]. (g) At all times that full cash dominion is in effect pursuant to Section 7.3 7.2 of the Canadian Domestic Security AgreementAgreement and as described in Article XII hereof, on each Business Day, at or before 11:00 a.m., Local Time, the Canadian Administrative Agent shall apply all immediately available funds credited to the Domestic Collection Accounts Account on such Business Day or the immediately preceding Business Day (as defined in at the discretion of the Administrative Agent, whether or not immediately available) first to prepay any Domestic Protective Advances and Domestic Overadvances that may be outstanding, second to prepay the Domestic Revolving Loans (including Domestic Swingline Loans), third to cash collateralize outstanding Domestic LC Exposure, fourth to prepay pro rata any Canadian Protective Advances, Canadian Overadvances, European Protective Advances and European Overadvances that may be outstanding, fifth to prepay pro rata the Canadian Security AgreementRevolving Loans (including Canadian Swingline Loans) and the European Revolving Loans (including European Swingline Loans), sixth to cash collateralize outstanding Canadian LC Exposure and European LC Exposure on a pro rata basis. At all times that full cash dominion is in effect pursuant to the Canadian Collateral Documents and as described in Article XII hereof, on each Business Day, the Canadian Agent shall apply all funds credited to the Canadian Collection Account on such Business Day or the immediately preceding Business Day (at the discretion of the Canadian Agent, whether or not immediately available) first to prepay any Canadian Protective Advances and Canadian Overadvances that may be outstanding, pro rata, and second to prepay the Canadian Revolving Loans (including Canadian Swingline Loans), third, to cash collateralize outstanding Canadian LC Exposure, fourth to prepay any European Protective Advances and European Overadvances that may be outstanding, fifth to prepay the European Revolving Loans (including European Swingline Loans), and sixth to cash collateralize outstanding European LC Exposure. At all times, on each Business Day, the European Agent shall apply all funds credited to the European Collection Account on such Business Day or the immediately preceding Business Day (at the discretion of the European Agent, whether or not immediately available) first to prepay any European Protective Advances and European Overadvances that may be outstanding, second to prepay the European Revolving Loans (including European Swingline Loans), third, to cash collateralize outstanding European LC Exposure, fourth to prepay any Canadian Protective Advances and Canadian Overadvances that may be outstanding, fifth to prepay the Canadian Revolving Loans (including Canadian Swingline Loans), and sixth to cash collateralize outstanding Canadian LC Exposure. (h) On Each Obligation shall be paid in Dollars or, (i) to the extent originally denominated in Canadian Dollars, in Canadian Dollars, (ii) to the extent originally denominated in Sterling, in Sterling and (iii) to the extent originally denominated in Euro, in Euro. (i) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of each Business DayBorrower to such Lender resulting from each Loan made by such Lender, at or before 10:00 a.m., Local Time, including the UK amounts of principal and interest payable and paid to such Lender from time to time hereunder. (j) The Administrative Agent shall apply all immediately available funds maintain accounts in which it shall record (i) the amount of each applicable Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the UK Administrative each Agent from or hereunder for the account of the UK Lenders and each Lender’s share thereof. (k) The entries made in the accounts maintained pursuant to paragraph (h) or (i) of this Section shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or any Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrowers to repay the Loans in accordance with the terms of this Agreement. (l) Any Lender may request that Loans made by it be evidenced by one or more promissory notes. In such event, the Administrative Agent shall prepare, and the applicable Borrower as or Borrowers shall execute and deliver to such Lender one or more promissory notes payable to such Lender and its registered assigns and in a form approved by the Administrative Agent. Thereafter, the Loans evidenced by such promissory notes and interest thereon shall at all times (including after assignment pursuant to Section 9.04) be represented by one or more promissory notes in such form payable to the extent required in the UK Security Agreement payee named therein and the Charge Over Accounts first to prepay any UK Protective Advances that may be outstanding, pro rata, and second to prepay the UK Revolving Loansits registered assigns.

Appears in 1 contract

Samples: Credit Agreement (Park Ohio Holdings Corp)

Repayment and Amortization of Loans; Evidence of Debt. (a) The US Borrower hereby unconditionally promises to pay (i) to the US Administrative Agent for the account of each US Revolving Lender or Canadian Lender, as applicable, the then unpaid principal amount of each US Revolving Loan and US Borrower/Canadian Revolving Loan on the Maturity Date, (ii) to the US Administrative Agent the then unpaid amount of each US Protective Advance on the earlier of the Maturity Date and demand by the US Administrative Agent, and (iii) to the Swingline Lender the then unpaid principal amount of each Swingline Loan on the earlier of the Maturity Date and on each Settlement Datethe first date after such Swingline Loan is made that is the 15th or last day of a calendar month and is at least two Business Days after such Swingline Loan is made; provided that on each date that a US Revolving Loan is made, the US Borrower shall repay all Swingline Loans then outstandingoutstanding and (iv) to the US Administrative Agent the then unpaid principal amount of each US Overadvance on the earlier of the Maturity Date and the 30th day after such US Overadvance is made. (b) The Canadian Borrower hereby unconditionally promises to pay (i) to the Canadian Administrative Agent for the account of each Canadian Revolving Lender the then unpaid principal amount of each US$ Canadian Revolving Loan, C$ Canadian Revolving Loan and Acceptance Equivalent Loan on the Maturity Date, (ii) to the Canadian Administrative Agent the then unpaid amount of each Canadian Protective Advance on the earlier of the Maturity Date and demand by the Canadian Administrative Agent, Agent and (iii) to the Canadian Swingline Lender Administrative Agent the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a Canadian Revolving Loan is made, the Canadian Borrower shall repay all Canadian Swingline Loans then outstanding. (c) The UK Borrower hereby unconditionally promises to pay (i) to the UK Administrative Agent for the account of each UK Revolving Lender the then unpaid principal amount of each UK Revolving Loan on the Maturity Date, (ii) to the UK Administrative Agent the then unpaid amount of each UK Protective Advance Overadvance on the earlier of the Maturity Date and demand by the UK Administrative Agent30th day after such Canadian Overadvance is made. (c) Each Borrower shall, jointly and (iii) to severally, be obligated in respect of the UK Swingline Lender the then unpaid aggregate principal amount of each Swingline Loan on all Loans and other Secured Obligations, and the Maturity Date and on each Settlement Date; provided that on each date that a UK Revolving Loan is madeaggregate amount of credit available hereunder to either Borrower at any time shall be determined by taking into account all outstanding Credit Exposures, regardless of which Borrower may have received the UK Borrower shall repay all UK Swingline proceeds of any Loans then outstandingor the benefit of any Letters of Credit. (d) The UAE Borrower hereby unconditionally promises to pay (i) to the UAE Administrative Agent for the account of each UAE Revolving Lender the then unpaid principal amount of each UAE Revolving Loan on the Maturity Date, and (ii) to the UAE Administrative Agent the then unpaid amount of each UAE Protective Advance on the earlier of the Maturity Date and demand by the UAE Administrative Agent. (e) The Singapore Borrower hereby unconditionally promises to pay (i) to the Singapore Administrative Agent for the account of each Singapore Revolving Lender the then unpaid principal amount of each Singapore Revolving Loan on the Maturity Date, and (ii) to the Singapore Administrative Agent the then unpaid amount of each Singapore Protective Advance on the earlier of the Maturity Date and demand by the Singapore Administrative Agent. (f) At all times that full cash dominion is in effect pursuant to Section 7.3 of the US Security Agreement5.12, on each Business Day, at or before 11:00 a.m.2:00 p.m., Local TimeNew York City time, the Administrative Agent shall apply all funds credited to the Collection Account (as defined in the US Security Agreement) the previous Business Day (whether or not immediately available) first to prepay any US Protective Advances that may be outstanding, pro rata, and second to prepay the US Revolving Loans and the Swingline Loans and, if an Event of Default has occurred which is continuing, to cash collateralize outstanding LC Exposure. (g) At all times that full cash dominion is in effect pursuant to Section 7.3 of the Canadian Security Agreement, on each Business Day, at or before 11:00 a.m., Local Time, the Canadian relevant Administrative Agent shall apply all immediately available funds credited to the Collection Accounts (as defined in the Canadian Security Agreement) first Account, first, to prepay any Canadian Protective Advances and Overadvances that may be outstanding, pro rata, and second and, second, without duplication, to prepay the Revolving Loans (including Swing Line Loans) and Acceptance Equivalent Loans and to cash collateralize outstanding LC Exposure as provided in Section 2.07(j) and outstanding Acceptance Exposure as provided in Section 2.04(p). (e) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of each Borrower to such Lender resulting from each Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (f) The US Administrative Agent and the Canadian Revolving LoansAdministrative Agent, as applicable, shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the US Administrative Agent or the Canadian Administrative Agent, as applicable, hereunder for the account of the relevant Lenders and each relevant Lender’s share thereof. (g) The entries made in the accounts maintained pursuant to paragraph (e) or (f) of this Section shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or either Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of either Borrower to repay the Loans in accordance with the terms of this Agreement. (h) On each Business DayAny US Lender or Canadian Lender, at or before 10:00 a.m.as applicable, Local Timemay request that Loans made by it be evidenced by a promissory note. In such event, the UK relevant Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the US Administrative Agent or the Canadian Administrative Agent, as applicable. Thereafter, the Loans evidenced by such promissory note and interest thereon shall apply at all immediately available funds received times (including after assignment pursuant to Section 9.04) be represented by one or more promissory notes in such form payable to the UK Administrative Agent from or for the account order of the UK Borrower as payee named therein (or, if such promissory note is a registered note, to such payee and to the extent required in the UK Security Agreement and the Charge Over Accounts first to prepay any UK Protective Advances that may be outstanding, pro rata, and second to prepay the UK Revolving Loansits registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Cellu Tissue Holdings, Inc.)

Repayment and Amortization of Loans; Evidence of Debt. (a) The US Borrower Borrowers hereby unconditionally promises promise to pay (i) to the Administrative Agent for the account of each US Applicable Revolving Lender the then unpaid principal amount of each US Applicable Revolving Loan on the Maturity Date, and (ii) to the Administrative Agent the then unpaid amount of each US Protective Advance on the earlier of the Maturity Date and demand by the Administrative Agent, and (iii) to the Swingline Lender Administrative Agent the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a US Revolving Loan is made, the US Borrower shall repay all Swingline Loans then outstanding. (b) The Canadian Borrower hereby unconditionally promises to pay (i) to the Canadian Administrative Agent for the account of each Canadian Revolving Lender the then unpaid principal amount of each Canadian Revolving Loan on the Maturity Date, (ii) to the Canadian Administrative Agent the then unpaid amount of each Canadian Protective Advance Overadvance on the earlier of the Maturity Date and demand by the Canadian Administrative Agent, and (iii) to the . The Canadian Swingline Lender the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a Canadian Revolving Loan is made, the Canadian Borrower shall repay all Canadian Swingline Loans then outstanding. (c) The UK Borrower hereby unconditionally promises promise to pay (i) to the UK Administrative Agent for the account of each UK Revolving Canadian Term Lender on the then unpaid principal amount first Business Day of each UK Revolving Loan on month beginning after the Maturity Dateearlier of (i) Project Substantial Completion, (ii) to the UK Administrative Agent the then unpaid amount of each UK Protective Advance on the earlier of the Maturity Latest DDCTL Date and demand by the UK Administrative Agent, and (iii) 60 days after Canadian Borrower’s final draw of Delayed Draw Canadian Term Loans (as confirmed in writing by Borrower Representative to the UK Swingline Lender Administrative Agent upon the then unpaid Administrative Agent’s request for such confirmation), in the aggregate principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a UK Revolving Loan is made, the UK Borrower shall repay all UK Swingline Loans then outstanding. CAD 12,717.59 (d) as adjusted from time to time pursuant to Section 2.11(e)). The UAE Canadian Borrower hereby unconditionally unconditionally, promises to pay to the Administrative Agent the sum of (i) 0.56% of the first CAD 7,910,833.92 of outstanding principal amount of Delayed Draw Canadian Term Loans plus, (ii) 1.19% of any additional outstanding principal amount of Delayed Draw Canadian Term Loans (as adjusted from time to the UAE Administrative Agent time pursuant to Section 2.11(b) or (d)) for the account of each UAE Revolving Delayed Draw Canadian Term Lender on the then unpaid principal amount first Business Day of each UAE Revolving Loan month beginning after the earlier of (A) Project Substantial Completion, (B) the Latest DDCTL Date and (C) 60 days after Canadian Borrower’s final draw of Delayed Draw Canadian Term Loans (as confirmed in writing by Borrower Representative to the Administrative Agent upon the Administrative Agent’s request for such confirmation). To the extent not previously paid, all unpaid Canadian Term Loans and all Delayed Draw Canadian Term Loans shall be paid in full in cash by the Borrowers on the Maturity Date, and (ii) to the UAE Administrative Agent the then unpaid amount of each UAE Protective Advance on the earlier of the Maturity Date and demand by the UAE Administrative Agent. (e) The Singapore Borrower hereby unconditionally promises to pay (i) to the Singapore Administrative Agent for the account of each Singapore Revolving Lender the then unpaid principal amount of each Singapore Revolving Loan on the Maturity Date, and (ii) to the Singapore Administrative Agent the then unpaid amount of each Singapore Protective Advance on the earlier of the Maturity Date and demand by the Singapore Administrative Agent. (fb) At all times that full cash dominion is in effect pursuant to Section 7.3 of the US Security Agreementduring a Cash Dominion Period, on each Business Day, at or before 11:00 a.m., Local Time, the Administrative Agent shall apply all funds credited to the U.S. Collection Account (as defined in on such Business Day or the US Security Agreement) the previous immediately preceding Business Day (at the discretion of the Administrative Agent, whether or not immediately available) first to prepay any US U.S. Protective Advances and U.S. Overadvances that may be outstanding, pro rata, and second to prepay the US U.S. Revolving Loans and the (including U.S. Swingline Loans andLoans), if an Event of Default has occurred which is continuing, third to cash collateralize outstanding U.S. LC Exposure. , fourth to prepay any Canadian Protective Advances and Canadian Overadvances that may be outstanding, fifth to prepay the Canadian Revolving Loans (gincluding Canadian Swingline Loans) and sixth to cash collateralize outstanding Canadian LC Exposure. At all times that full cash dominion is in effect pursuant to Section 7.3 of the Canadian Security Agreementduring a Cash Dominion Period, on each Business Day, at or before 11:00 a.m., Local Time, the Canadian Administrative Agent shall apply all immediately available funds credited to the Canadian Collection Accounts Account on such Business Day or the immediately preceding Business Day (as defined in at the Canadian Security Agreementdiscretion of the Administrative Agent, whether or not immediately available) first to prepay any Canadian Protective Advances and Canadian Overadvances that may be outstanding, pro rata, and second to prepay the Canadian Revolving Loans (including Canadian Swingline Loans) and third to cash collateralize outstanding Canadian LC Exposure. (hc) On Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of the Borrowers to such Lender resulting from each Business DayLoan made by such Lender, at or before 10:00 a.m., Local Time, including the UK amounts of principal and interest payable and paid to such Lender from time to time hereunder. (d) The Administrative Agent shall apply all immediately available funds maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrowers to each Lender hereunder and (iii) the amount of any sum received by the UK Administrative Agent from or hereunder for the account of the UK Borrower as Lenders and each Lender’s share thereof. (e) The entries made in the accounts maintained pursuant to paragraph (c) or (d) of this Section shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrowers to repay the Loans in accordance with the terms of this Agreement. (f) Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the Applicable Borrowers shall prepare, execute and deliver to such Lender a promissory note payable to the extent required order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the UK Security Agreement Administrative Agent. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.04) be represented by one or more promissory notes in such form payable to the Charge Over Accounts first order of the payee named therein (or, if such promissory note is a registered note, to prepay any UK Protective Advances that may be outstanding, pro rata, such payee and second to prepay the UK Revolving Loansits registered assigns).

Appears in 1 contract

Samples: Credit Agreement (Sagent Pharmaceuticals, Inc.)

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Repayment and Amortization of Loans; Evidence of Debt. (a) The US Each Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each US Revolving Lender the then unpaid principal amount of each US Revolving Term Loan of such Borrower on the Maturity Date, and (ii) to the Administrative Agent the then unpaid amount of each US Protective Advance on the earlier of the Maturity Date and demand by the Administrative Agent, and (iii) to the Swingline Lender the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a US Revolving Loan is made, the US Borrower shall repay all Swingline Loans then outstanding. (b) The Canadian U.S. Borrower hereby unconditionally promises shall repay the principal amount of the U.S. Term Loan in consecutive quarterly installments, each in an amount equal to pay (i) to $2,812,500, on the Canadian Administrative Agent for the account last Business Day of each Canadian Revolving Lender fiscal quarter, commencing on October 31, 2020; provided, however, that the then last such installment shall be in the amount necessary to repay in full the unpaid principal amount of each Canadian Revolving Loan the U.S. Term Loan. The outstanding unpaid principal amount of the U.S. Term Loan, and all accrued and unpaid interest thereon, shall be due and payable on the Maturity Date, earliest of (iii) to the Canadian Administrative Agent the then unpaid amount of each Canadian Protective Advance on the earlier of the Maturity Date and demand by (ii) the Canadian Administrative Agent, date on which the U.S. Term Loan is declared due and (iii) payable pursuant to the Canadian Swingline Lender the then unpaid principal amount terms of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a Canadian Revolving Loan is made, the Canadian Borrower shall repay all Canadian Swingline Loans then outstandingthis Agreement. (c) The UK Canadian Borrower hereby unconditionally promises shall repay the principal amount of the Canadian Term Loan in consecutive quarterly installments, each in an amount equal to pay (i) to $312,500, on the UK Administrative Agent for the account last Business Day of each UK Revolving Lender fiscal quarter, commencing on October 31, 2020; provided, however, that the then last such installment shall be in the amount necessary to repay in full the unpaid principal amount of each UK Revolving Loan the Canadian Term Loan. The outstanding unpaid principal amount of the Canadian Term Loan, and all accrued and unpaid interest thereon, shall be due and payable on the Maturity Date, earliest of (iii) to the UK Administrative Agent the then unpaid amount of each UK Protective Advance on the earlier of the Maturity Date and demand by (ii) the UK Administrative Agent, date on which the Canadian Term Loan is declared due and (iii) payable pursuant to the UK Swingline Lender the then unpaid principal amount terms of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a UK Revolving Loan is made, the UK Borrower shall repay all UK Swingline Loans then outstandingthis Agreement. (d) The UAE Borrower hereby unconditionally promises to pay (i) to Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the UAE Administrative Agent for the account of each UAE Revolving Lender the then unpaid principal amount of each UAE Revolving Loan on the Maturity Date, and (ii) to the UAE Administrative Agent the then unpaid amount of each UAE Protective Advance on the earlier Indebtedness of the Maturity Date Borrowers to such Lender resulting from each Loan made by such Lender, including the amounts of principal and demand by the UAE Administrative Agentinterest payable and paid to such Lender from time to time hereunder. (e) The Singapore Borrower hereby unconditionally promises to pay Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each applicable Borrower to each Lender hereunder and (iii) the Singapore amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Singapore Revolving Lender the then unpaid principal amount of each Singapore Revolving Loan on the Maturity Date, and (ii) to the Singapore Administrative Agent the then unpaid amount of each Singapore Protective Advance on the earlier of the Maturity Date and demand by the Singapore Administrative AgentLender’s share thereof. (f) At all times that full cash dominion is The entries made in effect the accounts maintained pursuant to paragraph (d) or (e) of this Section 7.3 shall be prima facie evidence of the US Security Agreement, on each Business Day, at existence and amounts of the obligations recorded therein; provided that the failure of any Lender or before 11:00 a.m., Local Time, the Administrative Agent to maintain such accounts or any error therein shall apply all funds credited not in any manner affect the obligation of each applicable Borrower to repay the Collection Account Loans in accordance with the terms of this Agreement. In the event of any conflict between the accounts maintained by the Lenders pursuant to clause (as defined in the US Security Agreementd) the previous Business Day (whether or not immediately available) first to prepay any US Protective Advances that may be outstanding, pro rata, and second to prepay the US Revolving Loans and the Swingline Loans andaccounts maintained by the Administrative Agent pursuant to clause (e), if an Event of Default has occurred which is continuing, the accounts maintained pursuant to cash collateralize outstanding LC Exposureclause (e) shall control. (g) At Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the applicable Borrower shall execute and deliver to such Lender a promissory note payable to such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in the form of Exhibit B-1 or Exhibit B-2, as applicable. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times that full cash dominion is in effect (including after assignment pursuant to Section 7.3 9.04) be represented by one or more promissory notes in such form payable to the order of the Canadian Security Agreement, on each Business Day, at payee named therein (or before 11:00 a.m., Local Time, the Canadian Administrative Agent shall apply all immediately available funds credited to the Collection Accounts (as defined in the Canadian Security Agreement) first to prepay any Canadian Protective Advances that may be outstanding, pro rata, such payee and second to prepay the Canadian Revolving Loansits registered assigns). (h) On each Business Day, at or before 10:00 a.m., Local Time, the UK Administrative Agent shall apply all immediately available funds received by the UK Administrative Agent from or for the account of the UK Borrower as and to the extent required in the UK Security Agreement and the Charge Over Accounts first to prepay any UK Protective Advances that may be outstanding, pro rata, and second to prepay the UK Revolving Loans.

Appears in 1 contract

Samples: Credit Agreement (Designer Brands Inc.)

Repayment and Amortization of Loans; Evidence of Debt. (a) The US Borrower Company hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each US Domestic Revolving Lender the then unpaid principal amount of each US Domestic Revolving Loan on the Maturity Date, (ii) to the Administrative Agent the then unpaid amount of each US Domestic Protective Advance on the earlier of the Maturity Date and demand by the Administrative Agent, and (iii) the then unpaid principal amount of each Domestic Overadvance on the earlier of the Maturity Date and demand by the Administrative Agent. (b) The Ex-Im Borrowers hereby jointly and severally unconditionally promise to pay to the Swingline Administrative Agent for the account of the Ex-Im Revolving Lender the then unpaid principal amount of each Swingline Ex-Im Revolving Loan on the Maturity Date and on each Settlement Date; provided that on each date that a US Revolving Loan is made, the US Borrower shall repay all Swingline Loans then outstanding. (bc) The Canadian Borrower hereby unconditionally promises to pay to the Canadian Agent (i) to the Canadian Administrative Agent for the account of each Canadian Revolving Lender the then unpaid principal amount of each Canadian Revolving Loan on the Maturity Date, (ii) to the Canadian Administrative Agent the then unpaid amount of each Canadian Protective Advance on the earlier of the Maturity Date and demand by the Canadian Administrative Agent, Agent and (iii) to the Canadian Swingline Lender the then unpaid principal amount of each Swingline Loan Canadian Overadvance on the earlier of the Maturity Date and on each Settlement Date; provided that on each date that a demand by the Canadian Revolving Loan is made, the Agent. The Canadian Borrower shall repay all Canadian Swingline Loans then outstandingObligations in the currency in which they were borrowed or advanced. (cd) The UK Borrower European Borrowers hereby jointly and severally unconditionally promises promise to pay to the European Agent (i) to the UK Administrative Agent for the account of each UK European Revolving Lender the then unpaid principal amount of each UK European Revolving Loan on the Maturity Date, (ii) to the UK Administrative Agent the then unpaid amount of each UK European Protective Advance on the earlier of the Maturity Date and demand by the UK Administrative Agent, European Agent and (iii) to the UK Swingline Lender the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a UK Revolving Loan is made, the UK Borrower shall repay all UK Swingline Loans then outstanding. (d) The UAE Borrower hereby unconditionally promises to pay (i) to the UAE Administrative Agent for the account of each UAE Revolving Lender the then unpaid principal amount of each UAE Revolving Loan on the Maturity Date, and (ii) to the UAE Administrative Agent the then unpaid amount of each UAE Protective Advance European Overadvance on the earlier of the Maturity Date and demand by the UAE Administrative European Agent. The European Borrowers shall repay all European Obligations in the currency in which they were borrowed or advanced. (e) The Singapore Borrower hereby unconditionally promises to pay (i) to Company shall repay the Singapore Administrative Agent for Term Loans in quarterly installments on the account first Business Day of each Singapore Revolving Lender calendar quarter hereafter, commencing on October 1, 2014, in the then unpaid aggregate principal amount of each Singapore Revolving Loan $573,979.60 (as adjusted from time to time pursuant to Section 2.11(f)). To the extent not previously paid, all unpaid Term Loans shall be paid in full in cash by the Company on the Maturity Date, and (ii) to the Singapore Administrative Agent the then unpaid amount of each Singapore Protective Advance on the earlier of the Maturity Date and demand by the Singapore Administrative Agent. (f) At all times that full cash dominion is in effect pursuant to Section 7.3 of the US Security Agreement, on each Business Day, at or before 11:00 a.m., Local Time, the Administrative Agent shall apply all funds credited to the Collection Account (as defined in the US Security Agreement) the previous Business Day (whether or not immediately available) first to prepay any US Protective Advances that may be outstanding, pro rata, and second to prepay the US Revolving Loans and the Swingline Loans and, if an Event of Default has occurred which is continuing, to cash collateralize outstanding LC Exposure[Reserved]. (g) At all times that full cash dominion is in effect pursuant to Section 7.3 7.2 of the Canadian Domestic Security AgreementAgreement and as described in Article XII hereof, on each Business Day, at or before 11:00 a.m., Local Time, the Canadian Administrative Agent shall apply all immediately available funds credited to the Domestic Collection Accounts Account on such Business Day or the immediately preceding Business Day (as defined in at the discretion of the Administrative Agent, whether or not immediately available) first to prepay any Domestic Protective Advances and Domestic Overadvances that may be outstanding, second to prepay the Domestic Revolving Loans (including Domestic Swingline Loans), third to cash collateralize outstanding Domestic LC Exposure, fourth to prepay pro rata any Canadian Protective Advances, Canadian Overadvances, European Protective Advances and European Overadvances that may be outstanding, fifth to prepay pro rata the Canadian Security AgreementRevolving Loans (including Canadian Swingline Loans) and the European Revolving Loans (including European Swingline Loans), sixth to cash collateralize outstanding Canadian LC Exposure and European LC Exposure on a pro rata basis, seventh to prepay the Ex-Im Revolving Loans, and eighth to cash collateralize Ex-Im LC Exposure. At all times that full cash dominion is in effect pursuant to the Canadian Collateral Documents and as described in Article XII hereof, on each Business Day, the Canadian Agent shall apply all funds credited to the Canadian Collection Account on such Business Day or the immediately preceding Business Day (at the discretion of the Canadian Agent, whether or not immediately available) first to prepay any Canadian Protective Advances and Canadian Overadvances that may be outstanding, pro rata, and second to prepay the Canadian Revolving Loans (including Canadian Swingline Loans), third, to cash collateralize outstanding Canadian LC Exposure, fourth to prepay any European Protective Advances and European Overadvances that may be outstanding, fifth to prepay the European Revolving Loans (including European Swingline Loans), and sixth to cash collateralize outstanding European LC Exposure. At all times, on each Business Day, the European Agent shall apply all funds credited to the European Collection Account on such Business Day or the immediately preceding Business Day (at the discretion of the European Agent, whether or not immediately available) first to prepay any European Protective Advances and European Overadvances that may be outstanding, second to prepay the European Revolving Loans (including European Swingline Loans), third, to cash collateralize outstanding European LC Exposure, fourth to prepay any Canadian Protective Advances and Canadian Overadvances that may be outstanding, fifth to prepay the Canadian Revolving Loans (including Canadian Swingline Loans), and sixth to cash collateralize outstanding Canadian LC Exposure. (h) On Each Obligation shall be paid in Dollars or, (i) to the extent originally denominated in Canadian Dollars, in Canadian Dollars, (ii) to the extent originally denominated in Sterling, in Sterling and (iii) to the extent originally denominated in Euro, in Euro. (i) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of each Business DayBorrower to such Lender resulting from each Loan made by such Lender, at or before 10:00 a.m., Local Time, including the UK amounts of principal and interest payable and paid to such Lender from time to time hereunder. (j) The Administrative Agent shall apply all immediately available funds maintain accounts in which it shall record (i) the amount of each applicable Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the amount of any sum received by the UK Administrative each Agent from or hereunder for the account of the UK Lenders and each Lender's share thereof. (k) The entries made in the accounts maintained pursuant to paragraph (h) or (i) of this Section shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or any Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrowers to repay the Loans in accordance with the terms of this Agreement. (l) Any Lender may request that Loans made by it be evidenced by one or more promissory notes. In such event, the Administrative Agent shall prepare, and the applicable Borrower as or Borrowers shall execute and deliver to such Lender one or more promissory notes payable to the extent required order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the UK Security Agreement Administrative Agent. Thereafter, the Loans evidenced by such promissory notes and interest thereon shall at all times (including after assignment pursuant to Section 9.04) be represented by one or more promissory notes in such form payable to the Charge Over Accounts first order of the payee named therein (or, if such promissory note is a registered note, to prepay any UK Protective Advances that may such payee and its registered assigns). The Ex-Im Revolving Loans shall be outstanding, pro rata, and second evidenced by a promissory note payable to prepay the UK order of the Ex-Im Revolving LoansLender (the "Ex-Im Note").

Appears in 1 contract

Samples: Credit Agreement (Park Ohio Holdings Corp)

Repayment and Amortization of Loans; Evidence of Debt. (a) The US Each Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each US Revolving Lender the then unpaid principal amount of each US Revolving Loan made to such Borrower on the Revolving Credit Maturity Date, Date in the currency of such Loan and (ii) to in the Administrative Agent the then unpaid amount of each US Protective Advance on the earlier case of the Maturity Date and demand by the Administrative AgentCompany, and (iii) to the Swingline Lender the then unpaid principal amount of each Swingline Loan on the earlier of the Revolving Credit Maturity Date and on each Settlement Datethe first date after such Swingline Loan is made that is the 15th or last day of a calendar month and is at least two (2) Business Days after such Swingline Loan is made; provided that on each date that a US Revolving Loan Borrowing is made, the US Borrower Company shall repay all Swingline Loans then outstanding. (b) The Canadian Borrower hereby unconditionally promises . If the Term Loan Funding Date occurs on or prior to pay (i) to the Canadian Administrative Agent for the account of each Canadian Revolving Lender the then unpaid principal amount of each Canadian Revolving Loan on the Maturity DateSeptember 30, (ii) to the Canadian Administrative Agent the then unpaid amount of each Canadian Protective Advance on the earlier of the Maturity Date and demand by the Canadian Administrative Agent, and (iii) to the Canadian Swingline Lender the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a Canadian Revolving Loan is made2012, the Canadian Borrower shall repay the Term Loans on each date set forth in the table below in the aggregate principal amount set forth opposite such date, with the balance of the Term Loans to be paid on the Term Loan Maturity Date: If the Term Loan Funding Date occurs on or after October 1, 2012, the Canadian Borrower shall repay the Term Loans on each date set forth in the table below in the aggregate principal amount set forth opposite such date, with the balance of the Term Loans to be paid on the Term Loan Maturity Date: Without limiting the foregoing, to the extent not previously repaid, all unpaid Term Loans shall be paid in full in Canadian Swingline Loans then outstandingDollars by the Canadian Borrower on the Term Loan Maturity Date. (b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of each Borrower to such Lender resulting from each Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (c) The UK Borrower hereby unconditionally promises to pay Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class, Agreed Currency and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from each Borrower to each Lender hereunder and (iii) the UK amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each UK Revolving Lender the then unpaid principal amount of each UK Revolving Loan on the Maturity Date, (ii) to the UK Administrative Agent the then unpaid amount of each UK Protective Advance on the earlier of the Maturity Date and demand by the UK Administrative Agent, and (iii) to the UK Swingline Lender the then unpaid principal amount of each Swingline Loan on the Maturity Date and on each Settlement Date; provided that on each date that a UK Revolving Loan is made, the UK Borrower shall repay all UK Swingline Loans then outstandingLender’s share thereof. (d) The UAE Borrower hereby unconditionally promises entries made in the accounts maintained pursuant to pay paragraph (ib) to or (c) of this Section shall be prima facie evidence of the UAE existence and amounts of the obligations recorded therein; provided that the failure of any Lender or the Administrative Agent for to maintain such accounts or any error therein shall not in any manner affect the account obligation of each UAE Revolving Lender any Borrower to repay the then unpaid principal amount Loans in accordance with the terms of each UAE Revolving Loan on the Maturity Date, and (ii) to the UAE Administrative Agent the then unpaid amount of each UAE Protective Advance on the earlier of the Maturity Date and demand by the UAE Administrative Agentthis Agreement. (e) The Singapore Any Lender may reasonably request that Loans made by it to any Borrower hereby unconditionally promises be evidenced by a promissory note. In such event, the relevant Borrower shall prepare, execute and deliver to pay (i) such Lender a promissory note payable to the Singapore Administrative Agent for the account order of each Singapore Revolving such Lender the then unpaid principal amount of each Singapore Revolving Loan on the Maturity Date(or, if requested by such Lender, to such Lender and (iiits registered assigns) to the Singapore Administrative Agent the then unpaid amount of each Singapore Protective Advance on the earlier of the Maturity Date and demand in a form approved by the Singapore Administrative Agent. (f) At . Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times that full cash dominion is in effect (including after assignment pursuant to Section 7.3 9.04) be represented by one or more promissory notes in such form payable to the order of the US Security Agreement, on each Business Day, at or before 11:00 a.m., Local Time, the Administrative Agent shall apply all funds credited to the Collection Account payee named therein (as defined in the US Security Agreement) the previous Business Day (whether or not immediately available) first to prepay any US Protective Advances that may be outstanding, pro rata, and second to prepay the US Revolving Loans and the Swingline Loans andor, if an Event of Default has occurred which any such promissory note is continuinga registered note, to cash collateralize outstanding LC Exposuresuch payee and its registered assigns). (g) At all times that full cash dominion is in effect pursuant to Section 7.3 of the Canadian Security Agreement, on each Business Day, at or before 11:00 a.m., Local Time, the Canadian Administrative Agent shall apply all immediately available funds credited to the Collection Accounts (as defined in the Canadian Security Agreement) first to prepay any Canadian Protective Advances that may be outstanding, pro rata, and second to prepay the Canadian Revolving Loans. (h) On each Business Day, at or before 10:00 a.m., Local Time, the UK Administrative Agent shall apply all immediately available funds received by the UK Administrative Agent from or for the account of the UK Borrower as and to the extent required in the UK Security Agreement and the Charge Over Accounts first to prepay any UK Protective Advances that may be outstanding, pro rata, and second to prepay the UK Revolving Loans.

Appears in 1 contract

Samples: Credit Agreement (Belden Inc.)

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