Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.14. (b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the 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 and the Available Currency in which such indebtedness is due. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section 2.11 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 Borrower to repay the Loans in accordance with the terms of this Agreement.
Appears in 2 contracts
Samples: Credit Agreement (Trinity Industries Inc), Credit Agreement (Trinity Industries Inc)
Repayment of Loans; Evidence of Debt. (a) Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the 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 Administrative Agent. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.05) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).
(b) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date.
(c) The Borrower shall repay principal of outstanding Term B-1 Loans on the last Business Day of each March, June, September and December of each year (iicommencing on the applicable day of the first full fiscal quarter of the Borrower after the Term B-1 Effective Date) and on the Term B-1 Maturity Date, in an aggregate principal amount of such Term B-1 Loans equal to (A) in the case of quarterly payments due prior to the Administrative Agent for Term B-1 Maturity Date, an amount equal to 1.25% of the account aggregate principal amount of each Lender thereofsuch Term B-1 Loans incurred on the Term B-1 Effective Date, and (B) in the case of such payment due on the Term B-1 Maturity Date, an amount equal to the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Term B-1 Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.14outstanding.
(bd) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(ce) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class currency and Type thereof, the Available Currency in which it is denominated 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 Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the relevant Lenders and each relevant Lender's ’s share thereof.
(df) The entries made in the accounts maintained pursuant to paragraph (bc) or (cd) of this Section 2.11 shall be prima facie evidence conclusive absent manifest error 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 Borrower to repay the Loans in accordance with the terms of this Agreement.
Appears in 2 contracts
Samples: Credit Agreement (Iac/Interactivecorp), Credit Agreement (Match Group, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Tranche B Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Tranche B Term Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) Tranche B Term Loan Lender in installments according to the Swingline Lender, amortization schedule set forth in Section 2.3 (or on such earlier date on which the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.14.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.7(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Tranche B Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1 or F-2, respectively (a "Tranche B Term Note" or "Revolving Credit Note", respectively), with appropriate insertions as to date and principal amount; provided, that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans on the Closing Date.
Appears in 2 contracts
Samples: Credit Agreement (Perkinelmer Inc), Credit Agreement (Perkinelmer Inc)
Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lenderthe relevant Lenders (i) on the Termination Date (or such earlier date as the Loans become due and payable pursuant to Section 2.6 or Section 8), the then unpaid principal amount of each Revolving Loan made to it by each such Lender and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to on the Administrative Agent for the account of each Lender Competitive Loan Maturity Date in respect thereof, the then unpaid principal amount of each Competitive Loan on made to it by each such Lender. No Borrower shall have the last day of the Interest Period applicable right to such Competitive Loan, (iii) to the Swingline Lender, the unpaid prepay any principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionany Competitive Loan. The Each Borrower hereby further agrees to pay interest in immediately available funds at the office of the Administrative Agent on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.10.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to the appropriate lending office of such Lender resulting from each Loan made by such Lenderlending office of such Lender from time to time, including the amounts of principal and interest payable and paid to such lending office of such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to Section 11.9(a), and a subaccount for each Lender, in which it Register and subaccounts (taken together) shall record be recorded (i) the amount of each Loan made hereunder, the Class and Type thereofwhether such Loan is Revolving Credit Loan or a Competitive Loan, the Available Currency in which it is denominated Type of each Revolving Credit Loan or Competitive Loan made and the Interest Period or maturity date (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from each Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and accounts maintained pursuant to paragraph paragraphs (b) or and (c) of this Section 2.11 shall 2.9 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof each Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain such accounts account, such Register or such subaccount, as applicable, or any error therein therein, shall not in any manner affect the obligation of the any Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
Appears in 2 contracts
Samples: Three Year Credit Agreement (Ibm Credit LLC), Credit Agreement (Ibm Credit LLC)
Repayment of Loans; Evidence of Debt. (ai) The Borrower hereby unconditionally promises to pay (i) repay the outstanding principal amount of the Initial Term Loans to the Administrative Agent for the account of each Revolving LenderTerm Lender (x) commencing December 31, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date2019, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day Business Day of each March, June, September and December prior to the Initial Term Loan Maturity Date (each such date being referred to as a “Loan Installment Date”), in each case in an amount equal to 0.25% of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid original principal amount of the Initial Term Loans made to the Borrower, (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and repurchases in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Initial Term Loans pursuant to Section 2.22(a)), and (y) on the Initial Term Loan Maturity Date, in an amount equal to the remainder of the principal amount of the Initial Term Loans outstanding from on such date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date hereof until payment of such payment.
(ii) The Borrower shall repay the Additional Term Loans of any Class in full thereof at the rates per annum, such scheduled amortization installments and on such date or dates as shall be specified therefor in the dates set forth applicable Refinancing Amendment, Incremental Facility Agreement or Extension Amendment (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.142.11 or repurchases in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Additional Term Loans of such Class pursuant to Section 2.22(a)).
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(c) The Administrative Agent shall maintain the Register in accordance with Section 9.05(b)(iv), and shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(d) The entries made in the accounts maintained pursuant to paragraph paragraphs (b) or (c) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any manifest error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement; provided, further, that in the event of any inconsistency between the accounts maintained by the Administrative Agent pursuant to paragraph (c) of this Section and any Lender’s records, the accounts of the Administrative Agent shall govern.
(e) Any Lender may request that any Loan made by it be evidenced by a Promissory Note. In such event, the Borrower shall prepare, execute and deliver a Promissory Note to such Lender payable to such Lender and its registered assigns; it being understood and agreed that such Lender (and/or its applicable assign) shall be required to return such Promissory Note to the Borrower in accordance with Section 9.05(b)(iii) and upon the occurrence of the Termination Date (or as promptly thereafter as practicable). If any Lender loses the original copy of its Promissory Note, it shall execute an affidavit of loss containing an indemnification provision reasonably satisfactory to the Borrower.
Appears in 2 contracts
Samples: Term Loan Credit Agreement (Claros Mortgage Trust, Inc.), Term Loan Credit Agreement (Claros Mortgage Trust, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and of (1) the 2014 Revolving Borrowing of such Revolving Credit Lender on the 2014 Revolving Commitment Credit Termination DateDate (or on such earlier date on which the Loans become due and payable pursuant to Section 8) and (2) the 2017 Revolving Credit Lender on the 2017 Revolving Credit Termination Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Termination Date (or on such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) to the Swingline Lender, the then unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender on the Revolving Commitment Termination Date, Term Loan Maturity Date (or on such earlier date on which the Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6 (d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request by the Administrative Agent as a result of a request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans, substantially in the form of Exhibit F-1, Revolving Credit Loans substantially in the forms of Exhibit F-2 and F-3, as applicable, or Swing Line Loans substantially in the form of Exhibit F-4, as the case may be (a “Term Note”, “Revolving Credit Note” or “Swing Line Note”, respectively), with appropriate insertions as to date and principal amount; provided, that delivery of Notes shall not be a condition precedent to the occurrence of the Restatement Effective Date or the making of the Loans or issuance of Letters of Credit on the Restatement Effective Date.
Appears in 2 contracts
Samples: Credit Agreement, Credit Agreement (National CineMedia, LLC)
Repayment of Loans; Evidence of Debt. (ai) The Borrower hereby unconditionally promises to pay (i) repay the outstanding principal amount of the Initial Term Loans to the Administrative Agent for the account of each Revolving LenderTerm Lender (x) commencing December 31, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date2019,2020, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day Business Day of each March, June, September and December prior to the Initial Term Loan Maturity Date (each such date being referred to as a “Loan Installment Date”), in each case in an amount equal to 0.25% of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid original principal amount of the Loans made to the Borrower, Initial Term Loans$1,945,707.07 (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and repurchases in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Initial Term Loans pursuant to Section 2.22(a)), and (y) on the Initial Term Loan Maturity Date, in an amount equal to the remainder of the principal amount of the Initial Term Loans outstanding from on such date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date hereof until payment of such payment.
(ii) The Borrower shall repay the Additional Term Loans of any Class in full thereof at the rates per annum, such scheduled amortization installments and on such date or dates as shall be specified therefor in the dates set forth applicable Refinancing Amendment, Incremental Facility Agreement or Extension Amendment (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.142.11 or repurchases in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Additional Term Loans of such Class pursuant to Section 2.22(a)).
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(c) The Administrative Agent shall maintain the Register in accordance with Section 9.05(b)(iv), and shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(d) The entries made in the accounts maintained pursuant to paragraph paragraphs (b) or (c) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any manifest error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement; provided, further, that in the event of any inconsistency between the accounts maintained by the Administrative Agent pursuant to paragraph (c) of this Section and any Lender’s records, the accounts of the Administrative Agent shall govern.
(e) Any Lender may request that any Loan made by it be evidenced by a Promissory Note. In such event, the Borrower shall prepare, execute and deliver a Promissory Note to such Lender payable to such Lender and its registered assigns; it being understood and agreed that such Lender (and/or its applicable assign) shall be required to return such Promissory Note to the Borrower in accordance with Section 9.05(b)(iii) and upon the occurrence of the Termination Date (or as promptly thereafter as practicable). If any Lender loses the original copy of its Promissory Note, it shall execute an affidavit of loss containing an indemnification provision reasonably satisfactory to the Borrower.
Appears in 2 contracts
Samples: Term Loan Credit Agreement (Claros Mortgage Trust, Inc.), Term Loan Credit Agreement (Claros Mortgage Trust, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Revolving Credit Loan of such Lender on the last day of the Interest Period applicable to Maturity Date (or such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan earlier date on which the Revolving Commitment Termination Date, Credit Loans become due and (iv) payable pursuant to Article 7); provided that the amounts specified Revolving Credit Loans made by Objecting Lenders shall be repaid as provided in Sections 2.09 and 2.12 on the dates specified in each such SectionSection 2.25. The Borrower hereby further agrees to pay to the Administrative Agent interest on the unpaid principal amount of the Revolving Credit Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.9.
(b) The Borrower unconditionally promises to pay to the Administrative Agent, for the account of each Lender that makes a Competitive Loan, on the last day of the Interest Period applicable to such Competitive Loan, the principal amount of such Competitive Loan. The Borrower further unconditionally promises to pay interest on each such Competitive Loan for the period from and including the date of Borrowing of such Competitive Loan on the unpaid principal amount thereof from time to time outstanding at the applicable rate per annum determined as provided in, and payable as specified in, Section 2.9.
(c) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(cd) The Administrative Agent shall maintain accounts the Register pursuant to Section 9.3(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunder, the Class Interest Rate Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(de) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(c) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(f) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing the Revolving Credit Loans of such Lender, substantially in the form of Exhibit A-1 with appropriate insertions as to date and principal amount (a "Revolving Credit Note").
(g) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing the Competitive Loans of such Lender, substantially in the form of Exhibit A-2 with appropriate insertions as to date, principal amount and Currency (a "Competitive Note").
Appears in 2 contracts
Samples: Five Year Competitive Advance and Revolving Credit Agreement (PHH Corp), Credit Agreement (Cendant Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the appropriate Lender (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Credit Termination DateDate (or such earlier date on which such Loans become due and payable pursuant to Section 7), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Tranche A Term Loan on the last day of the Interest Period applicable to such Competitive LoanTranche A Term Loan Maturity Date, (iii) to the Swingline Lender, the then unpaid principal amount of each Foreign Currency Swingline Tranche B Term Loan on the Revolving Commitment Termination Date, Tranche B Term Loan Maturity Date and (iv) the amounts specified in Sections 2.09 and 2.12 then unpaid principal amount of each Incremental Term Loan on the dates specified in each such Sectionapplicable Incremental Term Loan Maturity Date. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to (other than the Borrower, Tranche B Term Loans) from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, and on the dates date, set forth in Section 2.142.13. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Tranche B Term Loans from time to time outstanding from the Restatement Funding Date until payment in full thereof at the rates per annum, and on the dates, set forth in Section 2.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 9.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.6(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Revolving Credit Loans, Tranche A Term Loans or Tranche B Term Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1, F-2 and F-3, respectively, with appropriate insertions as to date and principal amount; provided that delivery of such notes shall not be a condition precedent to the making of the Loans on the Closing Date or the Restatement Funding Date.
Appears in 2 contracts
Samples: Credit Agreement (B&G Foods, Inc.), Credit Agreement (B&G Foods, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid outstanding principal amount of each all Revolving Loan Loans shall be due and Revolving Borrowing of such Revolving Lender payable on the Revolving Commitment Termination DateFinal Maturity Date or, (ii) if earlier, on the date on which they are declared due and payable pursuant to the Administrative Agent for terms of this Agreement.
(b) The outstanding principal of the account of Initial Term Loan shall be repayable, ratably, in consecutive quarterly installments, each Lender thereof, the then unpaid principal amount of each Competitive Loan such installment to be due and payable on the last day of each fiscal quarter, commencing with the Interest Period applicable fiscal quarter ending June 30, 2020, in an amount equal to $925,000; provided, however, that the last such Competitive Loan, (iii) installment shall be in the amount necessary to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified repay in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on full the unpaid principal amount of the Loans made Term Loan on the Final Maturity Date. The outstanding principal amount of the Delayed Draw Term Loan shall be repayable in quarterly installments on the last day of each fiscal quarter, commencing with the first fiscal quarter after the fiscal quarter in which the Delayed Draw Term Loan is drawn, in an amount equal to $75,000; provided, however, that the Borrower, from time last such installment shall be in the amount necessary to time outstanding from the date hereof until payment repay in full thereof at the rates per annumunpaid principal amount of the Delayed Draw Term Loan. The outstanding principal of the Additional Term Loan shall be repayable, ratably, in consecutive quarterly installments, each such installment to be due and payable on the dates set forth last day of each fiscal quarter, commencing with the fiscal quarter ending June 30, 2021, in Section 2.14an amount equal to $53,000; provided, however, that the last such installment shall be in the amount necessary to repay in full the unpaid principal amount of the Term Loan on the Final Maturity Date. The outstanding unpaid principal of the Term Loan and all accrued and unpaid interest thereon, shall be due and payable in full on the Final Maturity Date.
(bc) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower Borrowers 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (bc) or (cd) of this Section 2.11 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 Borrower 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 note. In such event, the Borrowers shall execute and deliver to such Lender a note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns). Thereafter, the Loans evidenced by such note and interest thereon shall at all times (including after assignment pursuant to Section 12.07) be represented by one or more notes payable to the payee named therein and its registered assigns.
Appears in 2 contracts
Samples: Financing Agreement (Xponential Fitness, Inc.), Financing Agreement (Xponential Fitness, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Termination Date (or such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender as set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1, G-2 or G-3, respectively, with appropriate insertions as to date and principal amount.
Appears in 2 contracts
Samples: Credit Agreement (Grand Union Co /De/), Credit Agreement (Grand Union Co /De/)
Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers hereby unconditionally promises promise to repay Term Loans to the Administrative Agent for the account of each Term Lender (i) commencing on the last day of the first full Fiscal Quarter ended after the Closing Date, on the last day of each March, June, September and December prior to the Term Loan Maturity Date (each such date being referred to as a “Loan Installment Date”), in each case in an amount equal to 0.625% of the original principal amount of the Term Loans (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.10 and Section 9.05(g) or increased as a result of any increase in the amount of such Term Loans pursuant to Section 2.21(a)) and (ii) on the Term Loan Maturity Date, the remainder of the principal amount of the Term Loans outstanding on such date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment.
(b) The Borrowers hereby unconditionally promise to pay (i) to the Administrative Agent for the account of each Revolving Lender, Lender the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, Credit Maturity Date and (ii) to the Administrative Agent for the account of each Swingline Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Credit Maturity Date. On the Revolving Credit Maturity Date, the Borrowers shall cancel and return all outstanding Letters of Credit (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in or alternatively, with respect to each such Section. The Borrower hereby further agrees Letter of Credit, furnish to pay interest on the unpaid principal amount Administrative Agent a Cash deposit (or if reasonably satisfactory to the relevant Issuing Bank, a backup standby letter of credit) equal to 103% of the Loans made to the Borrower, from time to time outstanding from the date hereof until LC Exposure as of such date) and make payment in full thereof at in Cash of all accrued and unpaid fees and all reimbursable expenses and other Obligations with respect to the rates per annumRevolving Facility then due, together with accrued and on the dates set forth in Section 2.14unpaid interest (if any) thereon.
(bc) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (bc) or (cd) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any manifest error therein shall not in any manner affect the obligation of the Borrower Borrowers to repay the Loans in accordance with the terms of this Agreement; provided, further, that in the event of any inconsistency between the accounts maintained by the Administrative Agent pursuant to paragraph (d) of this Section and any Lender’s records, the accounts of the Administrative Agent shall govern.
(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 such Lender and its registered assigns. Thereafter, the Loans evidenced by such Promissory Note and interest thereon shall at all times (including after assignment pursuant to Section 9.05) be represented by one or more Promissory Notes in such form payable to the payee named therein and its registered assigns.
Appears in 2 contracts
Samples: Credit Agreement (Osmotica Pharmaceuticals PLC), Credit Agreement (Osmotica Pharmaceuticals LTD)
Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers hereby unconditionally promises promise to pay (i) to the Administrative Agent (i) for the account of each Lender the then unpaid principal amount of each Loan of such Lender (other than Extended Revolving Loans), which in the case of (A) the Initial Revolving Loans, shall be repaid on the Initial Maturity Date and (B) the Swing Line Loans, shall be repaid on the earlier of the first Maturity Date after the making thereof and the fifth Business Day after such Swing Line Loan is made (provided that on each such date that a Revolving Borrowing is made, the Borrowers shall repay all Swing Line Loans that are outstanding on the date such Borrowing is requested), and (ii) for the account of each applicable Lender, the then unpaid principal amount of each any Extended Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination DateLender, (ii1) in accordance with the relevant Extension, subject to the requirements of Section 4.24 and (2) to the Administrative Agent for extent not previously paid, which shall be due and payable on the account Maturity Date applicable to such Extended Revolving Loan as provided in the relevant Extension, or, in each of each Lender thereofclauses (i) through (iii) above, the then unpaid principal amount of each Competitive Loan any or all (or a portion thereof) of the Initial Revolving Loans, Swing Line Loans or Extended Revolving Loans, on the last day date that any or all (or a portion thereof) of the Interest Period applicable Initial Revolving Loans, Swing Line Loans or Extended Revolving Loans, as applicable, become due and payable pursuant to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such SectionArticle IX. The Borrower Borrowers hereby further agrees agree to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.144.7.
(b) The Borrower’s obligation to pay the principal of, and interest on, the Loans of any Class under a Tranche made by a Lender shall, if requested by such Lender, be evidenced by a promissory note duly executed and promptly delivered by the Borrowers substantially in the form of Exhibit P-1 (in the case of Revolving Loans, each a “Revolving Note” and, collectively, the “Revolving Notes”) or Exhibit P-2 (in the case of Swing Line Loans, each a “Swing Line Note” and, collectively, the “Swing Line Notes”), as the case may be.
(c) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan of any Class under a Tranche made by such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(cd) The Administrative Agent shall maintain accounts the Register pursuant to Section 11.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunder, the Type and Class thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) any Notes issued in respect thereof and (vi) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrowers and each Lender's ’s share thereof.
(de) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 4.2(c) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrowers therein recorded; provided provided, however, that (i) the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower Borrowers to repay (with applicable interest) the Loans made to the Borrowers by such Lender in accordance with the terms of this Agreement and (ii) in the event of any inconsistency between the Register and any Lender’s records, the recordations in the Register shall govern.
(f) Notwithstanding anything to the contrary contained above in this Section 4.2 or elsewhere in this Agreement, Notes shall only be delivered to Lenders which at any time specifically request the delivery of such Notes. No failure of any Lender to request or obtain a Note evidencing its Loans under a Tranche to the Borrowers shall affect or in any manner impair the obligations of the Borrowers to pay the Loans under such Tranche (and all related Obligations) incurred by the Borrower which would otherwise be evidenced thereby in accordance with the requirements of this Agreement, and shall not in any way affect the security or guarantees therefor provided pursuant to the various Loan Documents. Any Lender which does not have a Note evidencing its outstanding Loans shall in no event be required to make the notations otherwise described in Section 4.2(c). At any time when any Lender requests the delivery of a Note to evidence any of its Loans under a Tranche, the Borrower shall promptly execute and deliver to the respective Lender the requested Note in the appropriate amount or amounts to evidence such Loans.
Appears in 2 contracts
Samples: Abl Credit Agreement (Cumulus Media Inc), Abl Credit Agreement (Cumulus Media Inc)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or on such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Termination Date (or on such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Loans become due and payable pursuant to Section 8); provided that to the extent not otherwise paid in full, all principal and interest outstanding in respect of the Term Loans shall be paid on the Revolving Commitment Termination Date, and (iv) date of the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionlast installment thereof. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of presumptively correct, absent manifest error, as to the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1, G-2 or G-3, respectively (a “Term Note”, “Revolving Credit Note” or “Swing Line Note”, respectively), with appropriate insertions as to date and principal amount; provided, that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans on the Closing Date.
Appears in 2 contracts
Samples: Credit Agreement (UCI Holdco, Inc.), Credit Agreement (Chefford Master Manufacturing Co Inc)
Repayment of Loans; Evidence of Debt. (a) The Borrower and each Subsidiary Borrower hereby unconditionally promises to pay (i) to the Administrative Agent Agent, for the account of each Revolving Lender, on the Termination Date applicable to such Revolving Lender, the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) made to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionit. The Borrower and each Subsidiary Borrower hereby further agrees to pay to the Administrative Agent, for the account of each Revolving Lender, interest on the unpaid principal amount of the Revolving Credit Loans made to the Borrower, it from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.10.
(b) [Reserved]
(c) The Canadian Subsidiary Borrower unconditionally promises to pay to the Canadian Revolving Lender the then unpaid principal amount of each Canadian Revolving Loan made to it on the Termination Date. The Canadian Subsidiary Borrower hereby further agrees to pay to the Canadian Revolving Lender interest on the unpaid principal amount of the Canadian Revolving Loans made to it from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates, set forth in Section 2.10.
(d) If (i) on the Fourth Amendment Effective Date, after giving effect to the reduction of the Total Revolving Commitment pursuant to the Fourth Amendment and any payments made on such day, the aggregate principal amount of all Revolving Credit Loans and the aggregate amount of all Revolving L/C Exposure exceeds the Total Extended Revolving Commitment, the Borrower shall prepay Revolving Credit Loans to eliminate such excess and, if the Borrower fails to do so, the Extended Revolving Commitments shall terminate on the Fourth Amendment Effective Date and/or (ii) on the Non-Extended Termination Date, after giving effect to the termination of the Non-Extended Revolving Commitments and any payments made on such day pursuant to Section 2.9(a), the aggregate principal amount of all Revolving Credit Loans and the aggregate amount of all Revolving L/C Exposure exceeds the Total Extended Revolving Commitment, the Borrower shall prepay Revolving Credit Loans to eliminate such excess and, if the Borrower fails to do so, the Extended Revolving Commitments shall terminate on the Non-Extended Termination Date; provided that with respect to (i) and (ii) above, the Borrower may use proceeds of Revolving Credit Loans made under the Extended Revolving Tranche to repay Revolving Credit Loans under the Non-Extended Revolving Tranche on the Non-Extended Termination Date.
(e) If on the Fourth Amendment Effective Date, after giving effect to the reduction of the Canadian Revolving Commitment pursuant to the Fourth Amendment and any payments made on such day, the sum of the aggregate principal Dollar Equivalent Amount of the Canadian Revolving Loans and the aggregate Canadian L/C Exposure exceeds the Canadian Revolving Commitment, the Canadian Subsidiary Borrower shall prepay Canadian Revolving Loans to eliminate such excess and, if the Canadian Subsidiary Borrower fails to do so, the Canadian Revolving Commitment shall terminate on the Fourth Amendment Effective Date.
(f) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower or any Subsidiary Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(cg) The Administrative Agent shall maintain accounts the Register pursuant to Section 10.3(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunder, the Class Interest Rate Type thereof and Type thereofeach Interest Period, the Available Currency in which it is denominated and the Interest Period if any, applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the each Borrower or Subsidiary Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower or any Subsidiary Borrower and each Lender's ’s share thereof.
(dh) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.9(f) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower or Subsidiary Borrower therein recorded; provided that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower or any Subsidiary Borrower to repay (with applicable interest) the Loans made to the Borrower or such Subsidiary Borrower by such Lender in accordance with the terms of this Agreement.
Appears in 2 contracts
Samples: Competitive Advance and Revolving Credit Agreement (PHH Corp), Competitive Advance and Revolving Credit Agreement (PHH Corp)
Repayment of Loans; Evidence of Debt. (ai) The Borrower hereby unconditionally promises to repay the outstanding principal amount of the Initial Term Loans to the Administrative Agent for the account of each Term Lender (A) commencing December 31, 2019, on the last Business Day of each Fiscal Quarter prior to the Initial Loan Maturity Date (each such date being referred to as a “Loan Installment Date”), in each case in an amount equal to 0.25% of the original principal amount of the Initial Term Loans outstanding on the Closing Date (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and repurchases and assignments in accordance with Section 9.05(g) or increased in connection with the incurrence of Incremental Term Loans), and (B) on the Initial Loan Maturity Date, in an amount equal to the remainder of the principal amount of such Initial Term Loans outstanding on such date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment.
(ii) The Borrower hereby unconditionally promises to repay the outstanding principal amount of each Borrowing of Initial Delayed Draw Term Loans to the Administrative Agent for the account of each Initial Delayed Draw Term Lender (A) commencing with the first Loan Installment Date after such Borrowing, in each case in an amount equal to the applicable Initial Delayed Draw Term Loan Amortization Percentage of the original principal amount of such Borrowing of Initial Delayed Draw Term Loans (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and repurchases in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Initial Delayed Draw Term Loans pursuant to Section 2.22(a)), and (B) on the Initial Loan Maturity Date, in an amount equal to the remainder of the principal amount of the Initial Delayed Draw Term Loans outstanding on such date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment.
(iii) The Borrower shall repay the Additional Term Loans of any Class in such scheduled amortization installments and on such date or dates as shall be specified therefor in the applicable Refinancing Amendment, Incremental Facility Amendment or Extension Amendment (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 or repurchases in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Additional Term Loans of such Class pursuant to Section 2.22(a)).
(b) The Borrower hereby unconditionally promises to pay in Dollars (iA) to the Administrative Agent for the account of each Initial Revolving Lender, the then then-unpaid principal amount of each the Initial Revolving Loan and Revolving Borrowing Loans of such Revolving Lender on the Initial Revolving Commitment Termination Date, Credit Maturity Date and (iiB) to the Administrative Agent for the account of each Lender thereofAdditional Revolving Lender, the then then-unpaid principal amount of each Competitive Additional Revolving Loan of such Additional Revolving Lender on the last day Maturity Date applicable thereto.
(i) On the Maturity Date applicable to the Revolving Credit Commitments of any Class, the Borrower shall (A) cancel and return outstanding Letters of Credit (or alternatively, with respect to each outstanding Letter of Credit, provide Letter of Credit Support (minus any amount then on deposit in any Cash collateral account established for the benefit of the Interest Period applicable to relevant Issuing Bank)) as of such Competitive Loandate, (iii) in each case to the Swingline Lenderextent necessary so that, after giving effect thereto, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid principal aggregate amount of the Loans made Revolving Credit Exposure attributable to the BorrowerRevolving Credit Commitments of any other Class shall not exceed the Revolving Credit Commitments of such other Class then in effect, from time to time outstanding from the date hereof until (B) [reserved] and (C) make payment in full thereof at of all accrued and unpaid fees and all reimbursable expenses and other Obligations with respect to the rates per annumRevolving Facility of the applicable Class then due, together with accrued and on the dates set forth in Section 2.14unpaid interest (if any) thereon.
(bc) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Class, Type and Type thereof, the Available Currency in which it is denominated currency thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders or the Issuing Banks and each Lender's ’s or Issuing Bank’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph paragraphs (bc) or (cd) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any manifest error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement; provided, further, that in the event of any inconsistency between the accounts maintained by the Administrative Agent pursuant to paragraph (d) of this Section and any Lender’s records, the accounts of the Administrative Agent shall govern; provided, further, that in the event of any inconsistency between the Register and any other accounts maintained by the Administrative Agent, the Register shall govern absent manifest error.
(f) Any Lender may request that any Loan made by it be evidenced by a Promissory Note. In such event, the Borrower shall prepare, execute and deliver a Promissory Note to such Lender payable to such Lender and its registered permitted assigns; it being understood and agreed that such Lender (and/or its applicable permitted assign) shall be required to return such Promissory Note to the Borrower in accordance with Section 9.05(b)(iii) and upon the occurrence of the Termination Date (or as promptly thereafter as practicable). If any Lender loses the original copy of its Promissory Note, it shall execute an affidavit of loss containing an indemnification provision that is reasonably satisfactory to the Borrower. The obligation of each Lender to execute and deliver an affidavit of loss containing an indemnification provision that is reasonably satisfactory to the Borrower shall survive the Termination Date.
Appears in 2 contracts
Samples: Credit Agreement (Definitive Healthcare Corp.), Credit Agreement (Definitive Healthcare Corp.)
Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers jointly and severally hereby unconditionally promises promise to pay (i) to the Administrative Agent for the account of each Revolving Lender, the appropriate Lender (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the last day of the Revolving Credit Commitment Termination DatePeriod (or such earlier date on which the Revolving Credit Loans become due and payable pursuant to Section 8), (ii) the principal amount of the Tranche A Term Loans of such Tranche A Term Loan Lender, in 20 consecutive quarterly installments, according to the Administrative Agent for the account of each Lender thereofamortization schedule set forth on Schedule 1.1D, commencing on September 30, 1996 (or on such earlier date on which the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable Tranche A Term Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) the principal amount of the Tranche B Term Loans of such Tranche B Term Loan Lender, in 24 consecutive quarterly installments, according to the Swingline Lenderamortization schedule set forth on Schedule 1.1E, commencing on September 30, 1996 (or on such earlier date on which the then unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, such Tranche B Term Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower Borrowers jointly and severally hereby further agrees agree to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrowers, shall maintain accounts the Register pursuant to Section 11.6(g), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Revolving Credit Loan, Tranche A Term Loan and Tranche B Term Loan made hereunder, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable 32 26 thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrowers and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.9(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrowers therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower Borrowers to repay (with applicable interest) the Loans made to such Borrowers by such Lender in accordance with the terms of this Agreement.
(e) Each of the Borrowers agrees that, upon the request to the Administrative Agent by any Lender, the Borrowers will execute and deliver to such Lender (i) a promissory note of the Borrowers evidencing any Revolving Credit Loans of such Lender, substantially in the form of Exhibit A-1 with appropriate insertions as to date and principal amount (together with any alternative note substantially in the form of Exhibit I-1 issued in lieu thereof or in exchange therefor, a "Revolving Credit Note"), and/or (ii) a promissory note of the Borrowers evidencing any Tranche A Term Loan of such Lender, substantially in the form of Exhibit A-2with appropriate insertions as to date and principal amount (together with any alternative note substantially in the form of Exhibit I-2 issued in lieu thereof or in exchange therefor, a "Tranche A Term Note") and/or (iii) a promissory note of the Borrowers evidencing any Tranche B Term Loans of such Lender, substantially in the form of Exhibit A-3 with appropriate insertions as to date and principal amount (together with any alternative note substantially in the form of Exhibit I-3 issued in lieu thereof or in exchange therefor, a "Tranche B Term Note") and/or (iv) in the case of a request by the Swing Line Lender, a promissory note of the Borrowers evidencing any Swing Line Loans of the Swing Line Lender, substantially in the form of Exhibit A-4 with appropriate insertions as to the date and principal amount (a "Swing Line Note").
Appears in 2 contracts
Samples: Credit Agreement (Kirklands Inc), Credit Agreement (Kirklands Inc)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan the Loans of such Lender made during any Borrowing Year in twenty consecutive quarterly installments, commencing on the date which is thirty-nine months after the last day of such Borrowing Year and ending on the Interest Period applicable to date which is eight years after such Competitive Loanlast day, (iii) in an aggregate amount for each Year set forth below equal to the Swingline Lender, percentage set forth opposite such Year multiplied by the unpaid aggregate principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and Loans made by such Lender during such Borrowing Year (iv) with the amounts specified in Sections 2.09 and 2.12 on the dates specified in quarterly installments during each such Section. Year being equal in amount): Year Percentage The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.14subsection 2.7.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to subsection 9.6(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunder, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder (including the amount of any capitalized interest under subsection 2.7(d)) and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bsubsection 2.3(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans of such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower dated the Closing Date evidencing the Loans of such Lender, substantially in the form of Exhibit A with appropriate insertions as to date and principal amount (each, a "Note"). Thereafter, the Loans evidenced by any such Note and interest thereon shall at all times (including after assignment pursuant to subsection 9.6) be represented by one or more promissory notes in such form payable to the order of the payee named therein and its registered assigns.
Appears in 2 contracts
Samples: Credit Agreement (Sprint Spectrum L P), Credit Agreement (Sprint Spectrum L P)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender or the Swing Line Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of the Swing Line Lender on the last day of Revolving Credit Termination Date (or such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(b), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1, G-2 or G-3, respectively, with appropriate insertions as to date and principal amount.
Appears in 2 contracts
Samples: Credit Agreement (Nebraska Book Co), Credit Agreement (NBC Acquisition Corp)
Repayment of Loans; Evidence of Debt. (a) The Each Borrower, severally and not jointly, hereby unconditionally promises to repay the outstanding principal amount of the Initial Term Loans made to such Borrower to the Administrative Agent for the account of each applicable Term Lender (i) commencing on the last Business Day of December 2019, on the last Business Day of each March, June, September and December prior to the Initial Term Loan Maturity Date (each such date being referred to as a “Loan Installment Date”), in each case in an amount equal to 0.25% of the original principal amount of the Initial Term Loans made to such Borrower (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and purchases or assignments in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Initial Term Loans pursuant to Section 2.22(a)) and (ii) on the Initial Term Loan Maturity Date, in an amount equal to the remainder of the principal amount of the Initial Term Loans made to such Borrower outstanding on such date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. Each Borrower, severally and not jointly, shall repay the Additional Term Loans of any Class made to such Borrower in such scheduled amortization installments and on such date or dates as shall be specified therefor in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and purchases or assignments in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Additional Term Loans made to such Borrower pursuant to Section 2.22(a)).
(b) Each Borrower, severally and not jointly, hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Initial Revolving Lender, the then then-unpaid principal amount of each the Initial Revolving Loan and Revolving Borrowing Loans of such Revolving Lender made to such Borrower on the Initial Revolving Commitment Termination Date, Credit Maturity Date and (ii) to the Administrative Agent for the account of each Lender thereofAdditional Revolving Lender, the then then-unpaid principal amount of each Competitive Additional Revolving Loan of such Additional Revolving Lender made to such Borrower on the last day Maturity Date applicable thereto. On the Initial Revolving Credit Maturity Date, each Borrower shall make payment in full in Cash of all accrued and unpaid fees and all reimbursable expenses and other Obligations with respect to the Initial Revolving Facility then due, together with accrued and unpaid interest (if any) thereon attributable to such Borrower.
(c) If the Maturity Date in respect of any Class of Revolving Credit Commitments occurs prior to the expiry date of any Letter of Credit, then (i) if one or more other Classes of Revolving Credit Commitments in respect of which the Maturity Date shall not have so occurred are then in effect (or will automatically be in effect upon the occurrence of such Maturity Date), such Letters of Credit shall automatically be deemed to have been issued (including for purposes of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount obligations of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, Lenders to purchase participations therein and to make Revolving Loans and payments in respect thereof pursuant to Section 2.05(d) and Section 2.05(e)) under (ivand ratably participated in by Revolving Lenders pursuant to) the amounts specified in Sections 2.09 and 2.12 on non-terminating or new Classes of Revolving Credit Commitments up to an aggregate amount not to exceed the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid aggregate principal amount of the Loans made unutilized Revolving Credit Commitments continuing at such time (it being understood that no partial Stated Amount of any Letter of Credit may be so reallocated) (in each case, after giving effect to any repayments of Revolving Loans) and (ii) to the Borrowerextent not reallocated pursuant to immediately preceding clause (i) and unless provisions reasonably satisfactory to the applicable Issuing Bank for the treatment of such Letter of Credit as a letter of credit under a successor credit facility have been agreed upon, from time the applicable Borrower shall, on or prior to time outstanding from the date hereof until payment applicable Maturity Date, (x) cause such Letter of Credit to be replaced and returned to the applicable Issuing Bank undrawn and marked “cancelled”, (y) cause such Letter of Credit to be backstopped by a “back to back” letter of credit reasonably satisfactory to the applicable Issuing Bank or (z) Cash collateralize such Letter of Credit in full thereof at accordance with Section 2.05(j). Commencing with the rates per annumMaturity Date of any Class of Revolving Credit Commitments, and on the dates set forth Letter of Credit Sublimit shall be in Section 2.14an amount agreed solely with the applicable Issuing Bank.
(bd) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to such Lender resulting from each Loan made by such LenderLender to such Borrower, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is duehereunder.
(ce) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders or the Issuing Banks and each Lender's ’s or the Issuing Bank’s share thereof.
(df) The entries made in the accounts maintained pursuant to paragraph paragraphs (bd) or (ce) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any manifest error therein shall not in any manner affect the obligation of the any Borrower to repay the its Loans in accordance with the terms of this Agreement; provided, further, that in the event of any inconsistency between the accounts maintained by the Administrative Agent pursuant to paragraph (e) of this Section and any Lender’s records, the accounts of the Administrative Agent shall govern.
(g) Any Lender may request that Loans made by it be evidenced by a Promissory Note. In such event, the applicable Borrower shall prepare, execute and deliver to such Lender a Promissory Note payable to such Lender and its registered permitted assigns; it being understood and agreed that such Lender (and/or its applicable permitted assign) shall be required to return such Promissory Note to the applicable Borrower in accordance with Section 9.05(b)(iii) and upon the occurrence of the Termination Date (or as promptly thereafter as practicable). If any Lender loses the original copy of its Promissory Note, it shall execute an affidavit of loss containing a customary indemnification provision that is reasonably satisfactory to the Borrower. The obligation of each Lender to execute an affidavit of loss containing a customary indemnification provision that is reasonably satisfactory to the Borrower shall survive the Termination Date.
Appears in 2 contracts
Samples: First Lien Credit Agreement (Ranpak Holdings Corp.), First Lien Credit Agreement (Ranpak Holdings Corp.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) The Borrowers hereby unconditionally, and jointly and severally, promise to pay to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (ii) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or on such earlier date on which the Revolving Credit Loans become due and payable pursuant to Article 8), (ii) to the Administrative Agent for the account of provided that each Lender thereof, the then unpaid principal amount of each Revolving Credit Loan that is a Competitive Loan shall be repaid on the last day of the Interest Period applicable to such Competitive Loan, Loan and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender made to such Borrower in installments according to the amortization schedule set forth in Section 2.03 (or on such earlier date on which the Revolving Commitment Termination Date, Term Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Article 8). The Borrower Borrowers hereby further agrees agree to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to such Lender resulting from each Loan of such Lender made by to such LenderBorrower from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts in which it shall will record (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from any Borrower and each Lender's ’s share thereof.
(d) The entries made in the accounts maintained pursuant to paragraph (bSection 2.08(c) or (c) of this Section 2.11 shall above shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof each Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain such accounts accounts, or any error therein therein, shall not in any manner affect the obligation of the any Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) Each Borrower agrees that, upon the request to the Administrative Agent by any Lender, such Borrower will promptly execute and deliver to such Lender a promissory note of such Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1 or F‑2, respectively (a “Term Note” or “Revolving Credit Note”, respectively), with appropriate insertions as to date and principal amount.
Appears in 2 contracts
Samples: Amendment Agreement (Harsco Corp), Amendment to Credit Agreement (Harsco Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or such earlier date on which the Loans become due and payable pursuant to Section 8) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Term Loan of such Term Loan Lender on the last day of Maturity Date (or on such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such SectionSection 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.11.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.5(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1 or G-2, respectively, with appropriate insertions as to date and principal amount.
Appears in 2 contracts
Samples: Credit Agreement (Imperial Holly Corp), Credit Agreement (Imperial Holly Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby ------------------------------------ unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Tranche B Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Tranche B Term Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) Tranche B Term Loan Lender in installments according to the Swingline Lender, amortization schedule set forth in Section 2.3 (or on such earlier date on which the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.6(c) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Tranche B Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1 or F-2, respectively, with appropriate insertions as to date and principal amount.
Appears in 2 contracts
Samples: Credit Agreement (Nationwide Credit Inc), Credit Agreement (Nationwide Credit Inc)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) outstanding principal of all Revolving Loans shall be due and payable on the Final Maturity Date or, if earlier, on the date on which they are declared due and payable pursuant to the Administrative Agent for terms of this Agreement.
(b) The outstanding principal of the account of Term Loan shall be repayable in consecutive quarterly installments, each Revolving Lenderin an amount equal to $937,500, the then unpaid principal amount of each Revolving Loan due and Revolving Borrowing of such Revolving Lender payable commencing on the Revolving Commitment Termination DateMarch 31, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan 2017 and on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount Business Day of each Foreign Currency Swingline Loan June, September, December and March thereafter, ending on the Revolving Commitment Termination Final Maturity Date; provided, and (iv) however, that the amounts specified last such installment shall be in Sections 2.09 and 2.12 on the dates specified amount necessary to repay in each such Section. The Borrower hereby further agrees to pay interest on full the unpaid principal amount of the Loans made Term Loan. The outstanding unpaid principal amount of the Term Loan, and all accrued and unpaid interest thereon, shall be due and payable on the earlier of (i) the Final Maturity Date and (ii) the date on which the Term Loan is declared due and payable pursuant to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.14terms of this Agreement.
(bc) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower Borrowers 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 and the Available Currency in which such indebtedness is duehereunder.
(ci) The Administrative Agent shall maintain accounts in which it shall record (iA) the amount of each Term Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated and the Interest Period applicable thereto, (iiB) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Term Loan Lender hereunder and (iiiC) the amount of any sum received by the Administrative Agent hereunder for the account of the Term Loan Lenders and each Term Loan Lender's ’s share thereof, and (ii) the Revolving Loan Representative shall maintain accounts in which it shall record (A) the amount of each Revolving Loan made hereunder and each Letter of Credit issued hereunder, (B) the amount of any principal or interest due and payable or to become due and payable from the Borrowers to each Revolving Loan Lender with a Revolving Commitment hereunder and the L/C Issuer hereunder, and (C) the amount of any sum received by the Revolving Loan Representative hereunder for the account of the Revolving Loan Lenders with a Revolving Commitment and each Revolving Loan Lender’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (bSection 2.03(c) or (cSection 2.03(d) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Lender or Lender, the Administrative Agent or the Revolving Loan Representative to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower Borrowers to repay the Loans in accordance with the terms of this AgreementAgreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.03(c) and the accounts maintained pursuant to Section 2.03(d), the accounts maintained pursuant to Section 2.03(d) shall govern and control.
(f) Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the Borrowers 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 E hereto. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 12.07) be represented by one or more promissory notes in such form payable to the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).
Appears in 2 contracts
Samples: Financing Agreement (Tpi Composites, Inc), Financing Agreement (Tpi Composites, Inc)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) outstanding principal of all Revolving Loans shall be due and payable on the Final Maturity Date or, if earlier, on the date on which they are declared due and payable pursuant to the Administrative Agent for the account terms of each Revolving Lender, the then this Agreement.
1. The outstanding unpaid principal amount of each Revolving the initial Term Loan and Revolving Borrowing of such Revolving Lender made on the Revolving Commitment Termination Effective Date and each additional Term Loan made after the Effective Date shall be repaid in consecutive quarterly installments on the last Business Day of each Fiscal Quarter (each a “Payment Date”), (ii) beginning with the Fiscal Quarter ending June 30, 2022. Each such quarterly installment shall be in an aggregate amount equal to the Administrative Agent for percentage of the account of each Lender thereof, the then unpaid aggregate original principal amount of such initial Term Loan and each Competitive Loan on such additional Term Loan, as applicable, set forth below opposite the applicable Payment Date set forth below: The last Business Day of the Fiscal Quarter ended June 30, 2022 3.125% Notwithstanding the foregoing, the last day installment in respect of the Interest Period applicable Term Loan shall be in the amount necessary to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified repay in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on full the unpaid principal amount of the Loans made Term Loan. The outstanding unpaid principal amount of the Term Loan, and all accrued and unpaid interest thereon, shall be due and payable on the earliest of (A) the Final Maturity Date and (B) the date on which the Term Loan is declared due and payable pursuant to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in terms of Section 2.149.01 of this Agreement.
(b) 2. Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender Xxxxxx from time to time hereunder and the Available Currency in which such indebtedness is duehereunder.
(c) 3. The Administrative Agent (with respect to the Term Loans) or the Revolving Agent (with respect to the Revolving Loans) shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent (with respect to the Term Loans) or the Revolving Agent (with respect to the Revolving Loans) hereunder for the account of the Lenders and each LenderXxxxxx's share thereof.
(d) 4. The entries made in the accounts maintained pursuant to paragraph (bSection 2.03(c) or (cSection 2.03(d) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) the failure of any Agent or any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower Borrowers to repay the Loans in accordance with the terms of this AgreementAgreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.03(c) and the accounts maintained pursuant to Section 2.03(d), the accounts maintained pursuant to Section 2.03(d) shall govern and control.
5. Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the Borrowers shall execute and deliver to such Lender a promissory note payable to such Lender and its registered assigns in a form substantially similar to Exhibit E and reasonably acceptable to the Administrative Borrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 12.07) be represented by one or more promissory notes in such form payable to such Lender and its registered assigns.
Appears in 2 contracts
Samples: Financing Agreement (Mondee Holdings, Inc.), Financing Agreement (Mondee Holdings, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or on such earlier date on which the Loans become due and payable pursuant to Section 9), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Termination Date (or on such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 9) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 9). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 11.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1, G-2 or G-3, respectively (a "Term Note", "Revolving Credit Note" or "Swing Line Note", respectively), with appropriate insertions as to date and principal amount; provided that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans on the Closing Date.
Appears in 2 contracts
Samples: Credit Agreement (Dobson Communications Corp), Credit Agreement (Dobson Communications Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Revolving Credit Loan of such Lender on the last day of the Interest Period applicable to Maturity Date (or such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan earlier date on which the Revolving Commitment Termination DateCredit Loans become due and payable pursuant to Article 7); provided, and (iv) that the amounts specified Revolving Credit Loans made by Objecting Lenders shall be repaid as provided in Sections 2.09 and 2.12 on the dates specified in each such SectionSection 2.24. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Revolving Credit Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.9.
(b) The Borrower unconditionally promises to pay to the Administrative Agent, for the account of each Lender that makes a Competitive Loan, on the last day of the Interest Period applicable to such Competitive Loan, the principal amount of such Competitive Loan. The Borrower further unconditionally promises to pay interest on each such Competitive Loan for the period from and including the date of Borrowing of such Competitive Loan on the unpaid principal amount thereof from time to time outstanding at the applicable rate per annum determined as provided in, and payable as specified in, Section 2.9.
(c) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Revolving Credit Loan made by and Competitive Loan of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(cd) The Administrative Agent shall maintain accounts the Register pursuant to Section 9.3(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Revolving Credit Loan and Competitive Loan made hereunder, the Class Interest Rate Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(de) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (b) or (c) of this Section 2.11 shall 2.8 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Revolving Credit Loans and Competitive Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(f) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing the Revolving Credit Loans of such Lender, substantially in the form of Exhibit A-1 with appropriate insertions as to date and principal amount (a "Revolving Credit Note").
(g) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing the Competitive Loans of such Lender, substantially in the form of Exhibit A-2 with appropriate insertions as to date and principal amount (a "Competitive Note").
Appears in 2 contracts
Samples: 364 Day Competitive Advance and Revolving Credit Agreement (Cendant Corp), 364 Day Competitive Advance and Revolving Credit Agreement (HFS Inc)
Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lenderthe relevant Lenders (i) on the Termination Date (or such earlier date as the Loans become due and payable pursuant to Section 2.6 or Section 8), the then unpaid principal amount of each Revolving Loan made to it by each such Lender and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to on the Administrative Agent for the account of each Lender Competitive Loan Maturity Date in respect thereof, the then unpaid principal amount of each Competitive Loan on made to it by each such Lender. No Borrower shall have the last day of the Interest Period applicable right to such Competitive Loan, (iii) to the Swingline Lender, the unpaid prepay any principal amount of each Foreign Currency Swingline any Competitive Loan on without the Revolving Commitment Termination Date, and (iv) prior consent of the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such SectionLender thereof. The Each Borrower hereby further agrees to pay interest in immediately available funds at the office of the Administrative Agent on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.10.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to the appropriate lending office of such Lender resulting from each Loan made by such Lenderlending office of such Lender from time to time, including the amounts of principal and interest payable and paid to such lending office of such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to Section 11.9(a), and a subaccount for each Lender, in which it Register and subaccounts (taken together) shall record be recorded (i) the amount of each Loan made hereunder, the Class and Type thereofwhether such Loan is a Revolving Credit Loan or a Competitive Loan, the Available Currency in which it is denominated Type of each Revolving Credit Loan or Competitive Loan made and the Interest Period or maturity date (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from each Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and accounts maintained pursuant to paragraph paragraphs (b) or and (c) of this Section 2.11 shall 2.9 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof each Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain such accounts account, such Register or such subaccount, as applicable, or any error therein therein, shall not in any manner affect the obligation of the any Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
Appears in 2 contracts
Samples: Three Year Credit Agreement (International Business Machines Corp), Credit Agreement (International Business Machines Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, (i) the then unpaid principal amount of each Competitive Revolving Credit Loan of such Lender on the last day Revolving Credit Termination Date and (ii) the principal amount of the Interest Period applicable to Tranche B Term Loan (including the principal amount of any Incremental Term Loan that is a Tranche B Term Loan) of such Competitive Loan, (iii) to the Swingline Lender, in installments, payable on each Tranche B Installment Payment Date, in accordance with subsection 4.6 (or the then unpaid principal amount of each Foreign Currency Swingline such Tranche B Term Loan on the Revolving Commitment Termination Date, date that the Tranche B Term Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 9). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, annum and on the dates set forth in Section 2.14subsection 4.8.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to subsection 11.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Revolving Credit Loan, Tranche B Term Loan and any Incremental Term Loan made hereunder, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bsubsection 4.16(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof Borrower therein recorded; provided that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to Borrower by such Lender or to repay any other obligations in accordance with the terms of this Agreement.
(e) Borrower agrees that, upon the request to the Administrative Agent by any Lender, Borrower will execute and deliver to such Lender (i) a promissory note of Borrower evidencing the Revolving Credit Loans of such Lender, substantially in the form of Exhibit A with appropriate insertions as to date and principal amount (a “Revolving Credit Note”), (ii) a promissory note of Borrower evidencing the Tranche B Term Loan of such Lender, substantially in the form of Exhibit B with appropriate insertions as to date and principal amount (a “Tranche B Term Note”) and/or (iii) a promissory note of Borrower evidencing any Incremental Term Loan of such Lender (an “Incremental Term Note”).
Appears in 2 contracts
Samples: Credit Agreement (Atlantic Broadband Finance, LLC), Credit Agreement (Atlantic Broadband Finance, LLC)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, (i) the then unpaid principal amount of each Competitive Revolving Credit Loan of such Lender (other than any Revolving Credit Loan made under any Extended Revolving Credit Commitment) on the last day Revolving Credit Termination Date (or such earlier date on which the Revolving Credit Loans become due and payable pursuant to Section 9), (ii) the then unpaid principal amount of the Interest Period Term Loan of such Lender (other than Extended Term Loans), in accordance with the applicable amortization schedule set forth in subsection 2.2 (or the then unpaid principal amount of such Term Loans, on the date that any or all of the Loans become due and payable pursuant to such Competitive LoanSection 9), (iii) to the Swingline Lender, the then unpaid principal amount of each Foreign Currency Swingline Revolving Credit Loan under an Extended Revolving Credit Commitment of such Lender on the Revolving Commitment Termination Date, respective maturity date applicable thereto (or such earlier date on which the Loans become due and payable pursuant to Section 9) and (iv) the amounts specified then unpaid principal amount of any Extended Term Loan of such Lender, in Sections 2.09 accordance with the amortization schedule and 2.12 maturity date applicable thereto (or the then unpaid principal amount of such Extended Term Loan, on the dates specified in each such Sectiondate that any or all of the Loans become due and payable pursuant to Section 9). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.14subsection 4.7.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to subsection 11.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunder, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bsubsection 4.2(c) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
Appears in 2 contracts
Samples: Credit Agreement (Cumulus Media Inc), First Lien Credit Agreement (Cumulus Media Inc)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Lender, Credit Lender the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8) and (ii) to the Administrative Agent for the account of each applicable Swing Line Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of the Interest Period applicable to such Competitive Loan, maturity date thereof (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on but in any event not later than the Revolving Commitment Credit Termination Date), and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified or in each case on such Sectionearlier date on which the Loans become due and payable pursuant to Section 2.3(b) or 8. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.11.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.5(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon its receipt of notice of the request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit C-1 or C-2, respectively (a “Revolving Credit Note” or “Swing Line Note”, respectively), with appropriate insertions as to date and then outstanding principal amount; provided, that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans or issuance of Letters of Credit on the Closing Date.
Appears in 2 contracts
Samples: Credit Agreement (Northwestern Corp), Credit Agreement (Northwestern Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers hereby unconditionally promises promise to pay (i) to the Administrative Agent for the account of each Revolving applicable Lender, on the then unpaid Maturity Date, the aggregate principal amount of each Revolving all Loans and all LC Disbursements then outstanding, all accrued and unpaid fees under the Loan Documents, all accrued and Revolving Borrowing of unpaid interest under the Loan Documents, and all other Obligations accrued and unpaid on such Revolving Lender on the Revolving Commitment Termination Date, (ii) date. Lufkin hereby unconditionally promises to pay to the Administrative Agent for the account of each the Issuing Bank, when due, all LC Disbursements which may become due after the Maturity Date, together with all accrued and unpaid fees, all accrued and unpaid interest, and all other Obligations that may accrue under or in connection with this Agreement or any Letter of Credit on or after the Maturity Date. Lufkin hereby unconditionally promises to pay to the Swingline Lender thereof, the then then-unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each date such Section. The Borrower hereby further agrees Swingline Loan is due pursuant to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.142.04.
(b) The principal of the Term Loan shall be due and payable (i) in quarterly installments, the first of which shall be due on the last Business Day of March, 2012, and successive installments to fall due consecutively in their order, one on the last Business Day of each June, September, December and March thereafter, and (ii) in a final installment in the amount of all principal then unpaid, which shall be due on the Maturity Date. The amount of such installments (other than the final installment) shall be: Each payment due in 2012 $ 4,375,000.00 Each payment due in 2013 $ 6,562,500.00 Each payment due in 2014 $13,125,000.00 Each payment due in 2015 $21,875,000.00 Each payment due in 2016 $21,875,000.00
(c) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period Period, if any, applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder hereunder, and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders (or any subset thereof) and each Lender's ’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (bc) or (cd) of this Section 2.11 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 obligations of the Borrower Borrowers to repay the principal of and accrued and unpaid interest on Loans in accordance with the terms of this AgreementAgreement and the other Loan Documents.
(f) Unless the Administrative Agent shall have received notice from the applicable Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders or the Issuing Bank hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders of Loans of the applicable Class or the Issuing Bank, as the case may be, the amount due. In such event, if such Borrower has not in fact made such payment, each of the Lenders of Loans of the applicable Class or the Issuing Bank, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender or Issuing Bank, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation.
Appears in 2 contracts
Samples: Credit Agreement (Lufkin Industries Inc), Credit Agreement (Lufkin Industries Inc)
Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers hereby unconditionally promises promise to repay the Term LoansLoan to the Administrative Agent for the account of each then existing Term Lender (i) commencing on the last day of the first full Fiscal Quarter ended after the Closing Date, in each case, on the last day of each March, June, September and December prior to the Term Loan Maturity Date (each such date being referred to as a “Loan Installment Date”), in each case in an amount equal to (x) prior to the First Amendment Effective Date. 0.625% of the original principal amount of the Term Loans Closing Date Term Loan (“as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.10 and Section 9.05(g) or increased as a result of any increase in the amount of such Closing Date Term Loans pursuant to Section 2.21(a)) and (y) on and after the First Amendment Effective Date, $1,743,671 (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.10 and Section 9.05(g) or increased as a result of any increase in the amount of such Term Loans pursuant to Section 2.21(a)) and (ii) on the Term Loan Maturity Date, the remainder of the principal amount of the Term LoanaLoan outstanding on such date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment.
(b) The Borrowers hereby unconditionally promise to pay (i) to the Administrative Agent for the account of each Revolving Lender, Lender the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, Credit Maturity Date and (ii) to the Administrative Agent for the account of each Swingline Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Credit Maturity Date. On the Revolving Credit Maturity Date, the Borrowers shall cancel and return all outstanding Letters of Credit (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in or alternatively, with respect to each such Section. The Borrower hereby further agrees Letter of Credit, furnish to pay interest on the unpaid principal amount Administrative Agent a Cash deposit (or if reasonably satisfactory to the relevant Issuing Bank, a backup standby letter of credit) equal to 103% of the Loans made to the Borrower, from time to time outstanding from the date hereof until LC Exposure as of such date) and make payment in full thereof at in Cash of all accrued and unpaid fees and all reimbursable expenses and other Obligations with respect to the rates per annumRevolving Facility then due, together with accrued and on the dates set forth in Section 2.14unpaid interest (if any) thereon.
(bc) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (bc) or (cd) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any manifest error therein shall not in any manner affect the obligation of the Borrower Borrowers to repay the Loans in accordance with the terms of this Agreement; provided, further, that in the event of any inconsistency between the accounts maintained by the Administrative Agent pursuant to paragraph (d) of this Section and any Lender’s records, the accounts of the Administrative Agent shall govern.
(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 such Lender and its registered assigns. Thereafter, the Loans evidenced by such Promissory Note and interest thereon shall at all times (including after assignment pursuant to Section 9.05) be represented by one or more Promissory Notes in such form payable to the payee named therein and its registered assigns.
Appears in 2 contracts
Samples: Credit Agreement (Osmotica Pharmaceuticals PLC), Credit Agreement (Osmotica Pharmaceuticals LTD)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) The Borrowers hereby unconditionally, and jointly and severally, promise to pay to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (ii) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or on such earlier date on which the Revolving Credit Loans become due and payable pursuant to Article 8), (ii) to the Administrative Agent for the account of provided that each Lender thereof, the then unpaid principal amount of each Revolving Credit Loan that is a Competitive Loan shall be repaid on the last day of the Interest Period applicable to such Competitive Loan, Loan and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender made to such Borrower in installments according to the amortization schedule set forth in Section 2.03 (or on such earlier date on which the Revolving Commitment Termination Date, Term Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Article 8). The Borrower Borrowers hereby further agrees agree to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to such Lender resulting from each Loan of such Lender made by to such LenderBorrower from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts in which it shall will record (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from any Borrower and each Lender's ’s share thereof.
(d) The entries made in the accounts maintained pursuant to paragraph (bSection 2.08(c) or (c) of this Section 2.11 shall above shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof each Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain such accounts accounts, or any error therein therein, shall not in any manner affect the obligation of the any Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) Each Borrower agrees that, upon the request to the Administrative Agent by any Lender, such Borrower will promptly execute and deliver to such Lender a promissory note of such Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1 or F-2, respectively (a “Term Note” or “Revolving Credit Note”, respectively), with appropriate insertions as to date and principal amount.
Appears in 2 contracts
Samples: Credit Agreement (Harsco Corp), Amendment and Restatement Agreement (Harsco Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or such earlier date on which the Loans become due and payable pursuant to Section 7) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Term Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) Term Loan Lender in installments according to the Swingline Lender, amortization schedule set forth in Section 2.3 (or on such earlier date on which the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 7). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 9.6(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.6(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law and absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit K-1 or K-2, respectively, with appropriate insertions as to date and principal amount.
Appears in 2 contracts
Samples: Credit Agreement (Bear Island Finance Co Ii), Credit Agreement (Bear Island Finance Co Ii)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender, Term Loan Lender or the Swing Line Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Termination Date (or such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline the Term Loan of such Term Loan Lender in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations of the Borrower therein recorded therein(absent manifest error); provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing the Term Loan, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1, G-2 or G-3, respectively, with appropriate insertions as to date and principal amount.
Appears in 2 contracts
Samples: Credit Agreement (Alliance Laundry Corp), Credit Agreement (Alliance Laundry Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan the Loans of such Lender made during any Borrowing Year in twenty consecutive quarterly installments, commencing on the date which is thirty-nine months after the last day of such Borrowing Year and ending on the Interest Period applicable to date which is eight years after such Competitive Loanlast day, (iii) in an aggregate amount for each Year set forth below equal to the Swingline Lender, percentage set forth opposite such Year multiplied by the unpaid aggregate principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and Loans made by such Lender during such Borrowing Year (iv) with the amounts specified in Sections 2.09 and 2.12 on the dates specified in quarterly installments during each such Section. Year being equal in amount): The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.14subsection 2.7.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to subsection 9.6(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunder, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder (including the amount of any capitalized interest under subsection 2.7(d)) and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bsubsection 2.3(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans of such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower dated the Closing Date evidencing the Loans of such Lender, substantially in the form of Exhibit A with appropriate insertions as to date and principal amount (each, a "Note"). Thereafter, the Loans evidenced by any such Note and interest thereon shall at all times (including after assignment pursuant to subsection 9.6) be represented by one or more promissory notes in such form payable to the order of the payee named therein and its registered assigns.
Appears in 2 contracts
Samples: Credit Agreement (Sprint Spectrum L P), Credit Agreement (Sprint Spectrum Finance Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, Class B Lender the then unpaid principal amount of each Class B Revolving Loan and Revolving Borrowing of such Revolving Class B Lender on the Class B Original Termination Date (or on the respective Termination Date following any Extension of Class B Revolving Commitment Termination Date, (ii) Loan Commitments pursuant to Section 2.27). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Class C Lender thereof, the then unpaid principal amount of each Competitive Class C Revolving Loan of such Class C Lender on the last day of the Interest Period applicable to such Competitive Loan, Class C Original Termination Date (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan or on the respective Termination Date following any Extension of Class C Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Loan Commitments pursuant to Section 2.27).The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.9.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain shall, in respect of the Revolving Facility, record in the Register, with separate sub-accounts in which it shall record for each Lender, (i) the amount and Borrowing Date of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower to each Lender hereunder and (iii) both the amount of any sum payment received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share ’s Class Revolving Commitment Percentage thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSections 2.8(b) or and (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations of the Borrower therein recorded thereinabsent manifest error; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) If so requested after the Closing Date by any Lender by written notice to the Borrower (with a copy to the Administrative Agent), the Borrower will execute and deliver to such Lender, promptly after the Borrower’s receipt of such notice, a Note to evidence such Lender’s Loans in form and substance reasonably satisfactory to the Administrative Agent and the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Calpine Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the appropriate Lender (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of Swing Line Loan made by such Revolving Lender to the Borrower, on the Revolving Commitment Facility Termination Date, Date (or on such earlier date on which the Loans become due and payable pursuant to Section 10) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive the Tranche B Term Loan on the last day of the Interest Period applicable to made by such Competitive Loan, (iii) Lender to the Swingline LenderBorrower, in installments according to the unpaid principal amount of each Foreign Currency Swingline Loan amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 10). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, it from time to time outstanding from the date hereof of such Loans until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.145.8.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender to the Borrower from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 12.6(b)(iv), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderor continued hereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 5.1(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Tranche B Term Loans, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1, G-2 or G-3, respectively, with appropriate insertions as to date and principal amount.
Appears in 1 contract
Samples: First Lien Credit Agreement (Six Flags Entertainment Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby ------------------------------------ unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender, Term Loan Lender or the Swing Line Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Termination Date (or such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline the Term Loan of such Term Loan Lender in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the ----- ----- obligations of the Borrower therein recorded therein(absent manifest error); provided provided, -------- however, that the failure of any Lender or the Administrative Agent to maintain ------- the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing the Term Loan, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1, G-2 or G-3, respectively, with appropriate insertions as to date and principal amount.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises outstanding principal of all Revolving Loans shall be due and payable on the Final Maturity Date or, if earlier, on the date on which they are declared due and payable pursuant to pay the terms of this Agreement.
(a) The Term Loan shall be repayable in consecutive quarterly installments, equal to (i) to during the Administrative Agent for the account of each Revolving Lenderperiod from and including December 31, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date2016 until September 30, 2017, $1,250,000 per quarter, (ii) to during the Administrative Agent for the account of each Lender thereofperiod from and including December 31, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan2017 until September 30, 2018, $2,000,000 per quarter and (iii) thereafter, $2,500,000 per quarter, each such installment to be due and payable, in arrears, on the first day of each quarter and applied to the Swingline LenderTerm Loan; provided, however, that the unpaid principal last such installment shall be in the amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified necessary to repay in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on full the unpaid principal amount of the Loans made Term Loan. The outstanding unpaid principal amount of the Term Loan, and all accrued and unpaid interest thereon, shall be due and payable on the earliest of (i) the termination of the Total Revolving Credit Commitment, (ii) the date on which the Term Loan is declared due and payable pursuant to the Borrower, from time to time outstanding from terms of this Agreement and (iii) the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.14Final Maturity Date.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower Borrowers 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 and the Available Currency in which such indebtedness is duehereunder.
(c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(d) The entries made in the accounts maintained pursuant to paragraph (bSection 2.03(c) or (cSection 2.03(d) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) 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 Borrower Borrowers to repay the Loans in accordance with the terms of this AgreementAgreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.03(c) and the accounts maintained pursuant to Section 2.03(d), the accounts maintained pursuant to Section 2.03(d) shall govern and control.
(e) Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the Borrowers shall 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) in a form furnished by the Collateral Agent and reasonably acceptable to the Administrative Borrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 12.07) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower Company hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, (i) the then unpaid principal amount of each Competitive Revolving Credit Loan of such Lender on the last day Revolving Credit Termination Date, (ii) the principal amount of the Interest Period applicable to Term Loan of such Competitive Loan, (iii) to the Swingline Lender, in twelve consecutive installments, payable on each Installment Payment Date (or the then unpaid principal amount of each Foreign Currency Swingline Loan such Term Loan, or the date that the Term Loans become due and payable pursuant to Section 9 and on the Maturity Date and (iii) the then unpaid principal amount of the Swing Line Loans of the Swing Line Lender on the Revolving Commitment Credit Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower Company hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.14subsection 4.5.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Company to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to subsection 11.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Revolving Credit Loan and Term Loan made hereunder, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Company to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Company and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bsubsection 4.13(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Company therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower Company to repay (with applicable interest) the Loans made to such Company by such Lender in accordance with the terms of this Agreement.
(e) The Company agrees that, upon the request to the Administrative Agent by any Lender, the Company will execute and deliver to such Lender (i) a promissory note of the Company evidencing the Revolving Credit Loans of such Lender, substantially in the form of Exhibit A with appropriate insertions as to date and principal amount (a "Revolving Credit Note"), and/or (ii) a promissory note of the Company evidencing the Term Loan of such Lender, substantially in the form of Exhibit B with appropriate insertions as to date and principal amount (a "Term Loan Note"), and/or (iii) in the case of the Swing Line Lender, a promissory note of the Company evidencing the Swing Line Loans of the Swing Line Lender, substantially in the form of Exhibit C with appropriate insertions as to date and principal amount (the "Swing Line Note ").
Appears in 1 contract
Samples: Credit Agreement (Primeco Inc)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Revolving Credit Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay to the Administrative Agent interest on the unpaid principal amount of the Revolving Credit Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.9.
(b) The Borrower unconditionally promises to pay to the Administrative Agent, for the account of each Lender that makes a Competitive Loan, on the last day of the Interest Period applicable to such Competitive Loan, the principal amount of such Competitive Loan. The Borrower further unconditionally promises to pay interest on each such Competitive Loan for the period from and including the date of Borrowing of such Competitive Loan on the unpaid principal amount thereof from time to time outstanding at the applicable rate per annum determined as provided in, and payable as specified in, Section 2.9.
(c) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(cd) The Administrative Agent shall maintain accounts the Register pursuant to Section 9.3(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunder, the Class Interest Rate Type thereof and Type thereofeach Interest Period, the Available Currency in which it is denominated and the Interest Period if any, applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the each Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(de) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(c) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(f) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing the Loans of such Lender, substantially in the form of Exhibit A-1 with appropriate insertions as to date and principal amount (a “Revolving Credit Note”).
(g) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing the Competitive Loans of such Lender, substantially in the form of Exhibit A-2 with appropriate insertions as to date, principal amount and Currency (a “Competitive Note”).
Appears in 1 contract
Samples: Credit Agreement (PHH Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent in the Applicable Currency to the applicable Administrative Agent’s Account for the account of each Revolving the appropriate Lender, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of the Interest Period applicable to such Competitive LoanRevolving Credit Termination Date, (iii) to the Swingline Lender, the then unpaid principal amount of each Foreign Currency Swingline Term Loan B on the Revolving Commitment Termination Term Loan B Maturity Date, and (iv) the amounts specified in Sections 2.09 and 2.12 then unpaid principal amount of each Term Loan C on the dates specified in each such SectionTerm Loan C Maturity Date. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.16.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts a register and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder (the “Registered Loans”) and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative such Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereofthereof (the “Register”).
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.9(c) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender (or, if requested by such Lender, to such Lender and its registered assigns) a promissory note of the Borrower evidencing any Term Loans, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, in form and substance reasonably satisfactory to the Agents and the applicable Lender; provided that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans on the Closing Date and the obligations of the Borrower in respect of each Loan shall be enforceable in accordance with the provisions of the Loan Documents whether or not evidenced by any Note.
(f) If, notwithstanding the terms of this Agreement, any Agent receives any payment from or on behalf of the Borrower in a currency other than the Applicable Currency, such Agent may convert the payment (including, without limitation, the monetary proceeds of any realization upon any Collateral and any funds then held in a cash collateral account) into the Applicable Currency at the Currency Exchange Rate in the manner contemplated by Section 10.18. To the extent permitted by law, the obligation shall be satisfied only to the extent of the amount actually received by such Agent upon such conversion.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or such earlier date on which the Loans become due and payable pursuant to Article 8) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Term Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) Term Loan Lender in installments according to the Swingline Lender, amortization schedule set forth in Section 2.3 (or on such earlier date on which the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Article 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, annum and on the dates set forth in Section 2.142.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.6(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1 or F-2, respectively, with appropriate insertions as to date and principal amount.
Appears in 1 contract
Samples: Credit Agreement (Conmed Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or on such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Termination Date (or on such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 10.6(d) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans, or Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1, G-2 or G-3, respectively (a “Term Note”, or “Revolving Credit Note” or Swing Line Note”, respectively), with appropriate insertions as to date and principal amount; provided, that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans or issuance of Letters of Credit on the Closing Date.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Each Borrower jointly and severally hereby unconditionally promises to pay (i) to repay the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) outstanding Initial Term Loans to the Administrative Agent for the account of each Lender thereof(i) on the last Business Day of each March, June, September and December prior to the Term Loan Maturity Date (each such date being referred to as a “Loan Installment Date”), commencing on the last Business Day of September 2016, in each case in an amount equal to $987,500 (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.12 and Section 9.05(g) or increased as a result of any increase in the amount of such Initial Term Loans pursuant to Section 2.23(a)), and (ii) on the Term Loan Maturity Date, the then unpaid remainder of the principal amount of the Initial Term Loans outstanding on such date, together in each Competitive Loan case with accrued and unpaid interest on the last day principal amount to be paid to but excluding the date of such payment. In the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lenderevent that any Incremental Term Loans are made on an Increased Amount Date, the unpaid principal amount of each Foreign Currency Swingline Loan Borrowers shall repay such Incremental Term Loans on the Revolving Commitment Termination Date, dates and (iv) in the amounts set forth in the applicable Incremental Assumption Agreement. The Borrowers shall repay any Extended Term Loans and any Replacement Term Loans on the dates and in the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on applicable Extension Offer or Refinancing Amendment, as the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.14case may be.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers 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 and the Available Currency in which such indebtedness is duehereunder.
(c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any manifest error therein shall not in any manner affect the obligation of the Borrower Borrowers to repay the Loans in accordance with the terms of this Agreement; provided, further, that in the event of any inconsistency between the accounts maintained by the Administrative Agent pursuant to paragraph (c) of this Section 2.11 and any Lender’s records, the accounts of the Administrative Agent shall govern.
(e) 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 such Lender and its registered assigns. Thereafter, the Loans evidenced by such Promissory Note and interest thereon shall at all times (including after assignment pursuant to Section 9.05) be represented by one or more Promissory Notes in such form payable to the payee named therein and its registered assigns.
Appears in 1 contract
Samples: First Lien Credit Agreement (Allscripts Healthcare Solutions, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, Lender the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Maturity Date, (ii) to the Administrative Agent for the account then unpaid amount of each Protective Advance on the earlier of the Maturity Date and demand by the Administrative Agent, (iii) to the Swingline Lender thereof, the then unpaid principal amount of each Competitive Swingline Loan on the earlier of the Maturity Date and the 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 Revolving Loan is made, the Interest Period applicable to such Competitive Loan, Borrower shall repay all Swingline Loans then outstanding and (iiiiv) to the Swingline Lender, Administrative Agent the then unpaid principal amount of each Foreign Currency Swingline Loan Overadvance on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid principal amount earlier of the Loans made to Maturity Date and the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.1430th day after such Overadvance is made.
(b) At all times that a Full Cash Dominion Condition is in effect, at the election of Administrative Agent or the direction of Required Lenders, on each Business Day, the Administrative Agent shall apply all funds credited to the Collateral Deposit Account on such Business Day in accordance with Section 2.18(b). So long as no Full Cash Dominion Condition is in effect, such funds credited to the Collateral Deposit Account shall be deposited into the Borrower’s operating account, rather than being applied pursuant to the foregoing provisions of this clause (b).
(c) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (bc) or (cd) of this Section 2.11 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 Borrower 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 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 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 order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to Borrowers shall pay (i) to the Administrative Agent Agent, for the account of the applicable Term Loan Lenders on the last Business Day of each Revolving LenderMarch, the then unpaid June, September and December of each year, commencing on March 31, 2025, an aggregate principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) Term Loans equal to the Administrative Agent for the account of each Lender thereofapplicable Amortization Amount (as adjusted from time to time pursuant to Sections 2.05(b)(i), the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iiiSection 2.05(d) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such SectionSection 2.11(f)). The Borrower hereby further agrees to pay interest on the outstanding unpaid principal amount of the Loans made Term Loan, and all accrued and unpaid interest thereon, shall be due and payable on the earliest of (x)(I) with respect to the BorrowerTerm Loans (other than Other Term Loans), the Final Maturity Date and (II) with respect to the Other Term Loans, the applicable Incremental Term Loan Maturity Date in respect of such Other Term Loans, and (y) the date on which the Term Loan is declared due and payable pursuant to the terms of this Agreement.
(b) The Borrowers shall pay to the Administrative Agent, for the account of the Incremental Term Lenders, on each Incremental Term Loan Repayment Date, a principal amount of the Other Term Loans (as adjusted from time to time outstanding from pursuant to Sections 2.05(b)(i), Section 2.05(d) and Section 2.11(f)) equal to the amount set forth for such date in the applicable Incremental Term Loan Assumption Agreement, together in each case with accrued and unpaid interest on the principal amount to be paid to the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.14of such payment.
(bc) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower Borrowers 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (bSection 2.03(b) or (cSection 2.03(c) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that (i) 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 Borrower Borrowers to repay the Loans in accordance with the terms of this AgreementAgreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.03(b) and the accounts maintained pursuant to Section 2.03(c), the accounts maintained pursuant to Section 2.03(c) shall govern and control.
(f) Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the Borrowers shall execute and deliver to such Lender a promissory note payable such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in a form furnished by the Collateral Agent and reasonably acceptable to the Administrative Borrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 12.07) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).
Appears in 1 contract
Samples: Financing Agreement (BRC Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, (i) the then unpaid principal amount of each Competitive Revolving Credit Loan (other than any C$ Prime Loan) of such Lender on the Revolving Credit Termination Date, (ii) the principal amount of the Tranche A Term Loan of such Lender, in eight consecutive installments, payable on each Tranche A Installment Payment Date, in accordance with subsection 5.4(c) (or the then unpaid principal amount of such Tranche A Term Loan on the last day of date that the Interest Period applicable Tranche A Term Loans become due and payable pursuant to such Competitive LoanSection 10), (iii) to the Swingline principal amount of the Tranche C Term Loan of such Lender, in fifteen consecutive installments, payable on each Tranche C Installment Payment Date, in accordance with subsection 5.4(d) (or the then unpaid principal amount of each Foreign Currency Swingline such Tranche C Term Loan on the Revolving Commitment Termination Datedate that the Tranche C Term Loans become due and payable pursuant to Section 10), and (iv) the amounts specified in Sections 2.09 and 2.12 then unpaid principal amount of the Swing Line Loans of the Swing Line Lender on the dates specified in each such SectionRevolving Credit Termination Date. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to (other than the Borrower, C$ Prime Loans) from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, annum and on the dates set forth in Section 2.14subsection 5.5.
(b) The Canadian Borrower hereby unconditionally promises to pay to the Canadian Fronting Lender on the Revolving Credit Termination Date the then unpaid principal amount of each C$ Prime Loan. The Canadian Borrower hereby further agrees to pay interest on the unpaid principal amount of the C$ Prime Loans from time to time outstanding from the date hereof until payment in full thereof at the rates per annum and on the dates set forth in subsection 5.5.
(c) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower and the Canadian Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(cd) The Administrative Agent shall maintain accounts the Register pursuant to subsection 12.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Revolving Credit Loan, Tranche A Term Loan and Tranche C Term Loan made hereunder, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the Borrower, (iii) the amount of any principal or interest due and payable or to become due and payable from the Borrower and the Canadian Borrower to each Lender hereunder and (iiiiv) both the amount of any sum received by the Administrative Agent hereunder for from the account of Borrower or the Lenders Canadian Borrower and each Lender's ’s share thereof.
(de) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bsubsection 5.13(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender or to repay any other obligations in accordance with the terms of this Agreement.
(i) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender (A) a promissory note of the Borrower evidencing the Revolving Credit Loans (other than the C$ Prime Loans) of such Lender, substantially in the form of Exhibit A with appropriate insertions as to date and principal amount (a “Revolving Credit Note”), (B) a promissory note of the Borrower evidencing the Tranche A Term Loan of such Lender, substantially in the form of Exhibit B-1 with appropriate insertions as to date and principal amount (a “Tranche A Term Note”), (C) a promissory note of the Borrower evidencing the Tranche C Term Loan of such Lender, substantially in the form of Exhibit B-2 with appropriate insertions as to date and principal amount (a “Tranche C Term Note”), and/or (D) in the case of the Swing Line Lender, a promissory note of the Borrower evidencing the Swing Line Loans of the Swing Line Lender, substantially in the form of Exhibit C with appropriate insertions as to date and principal amount (the “Swing Line Note”) and (ii) the Canadian Borrower agrees that, upon the request of the Canadian Fronting Lender, the Canadian Borrower will execute and deliver to the Canadian Fronting Lender a promissory note of the Canadian Borrower evidencing the C$ Prime Loans made by the Canadian Fronting Lender, substantially in the form of Exhibit N with appropriate insertions as to date and principal amount (the “C$ Note”).
Appears in 1 contract
Samples: Credit Agreement (Jostens Inc)
Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby ------------------------------------ unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of made to it by such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or such earlier date on which the Loans become due and payable pursuant to Section 9), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan made to it by such Swing Line Lender on the last day of Revolving Credit Termination Date (or such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive LoanSection 9), (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Tranche A Term Loan made to it by such Term Loan Lender in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and payable pursuant to Section 9) and (iv) the amounts specified principal amount of each Tranche B Term Loan made to it by such Term Loan Lender in Sections 2.09 installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Loans become due and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 9). The Each Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, it from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.143.8.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrowers, shall maintain accounts the Register pursuant to Section 12.6(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the each Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from each Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 3.1(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the ----- ----- obligations recorded thereinof the Borrowers therein recorded; provided provided, however, that the -------- ------- failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the relevant Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The relevant Borrower agrees that, upon the request to the Administrative Agent by any Lender, such Borrower will execute and deliver to such Lender a promissory note of such Borrower evidencing any Term Loans, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1, F-2, F-3 or F-4, respectively, with appropriate insertions as to date and principal amount.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account accounts of each Revolving Lender, the applicable Lenders the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on no later than the Revolving Commitment Termination applicable Maturity Date, (ii) . Subject to the Administrative Agent for the account of each Lender thereofadjustment pursuant to Section 2.08(i), the then unpaid principal amount Borrower shall repay the Initial Term B Loans on each March 31, June 30, September 30 and December 31 to occur during the term of each Competitive Loan this Agreement (commencing on the last day of the Interest Period applicable to such Competitive Loan, (iiifirst full Fiscal Quarter ending after the date of the initial Borrowing of the Initial Term B Loans) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan and on the Revolving Commitment Termination DateInitial Term B Facility Maturity Date or, and (iv) the amounts specified in Sections 2.09 and 2.12 if any such date is not a Business Day, on the dates specified next succeeding Business Day, in each such Section. The Borrower hereby further agrees to pay interest on the unpaid an aggregate principal amount of the then outstanding Initial Term B Loans made equal to 0.25% of the Borrower, aggregate principal amount of such initial Borrowing of the Initial Term B Loans (and the Borrower and the Administrative Agent acting jointly (without any further action or consent of any other Person) will be permitted from time to time to adjust the amortization schedule to make any Initial Term B Loan drawn on a subsequent date fungible with the then outstanding from Initial Term B Loan at such time) with the date hereof until payment in full thereof at balance of all Initial Term B Loans incurred during the rates per annumInitial Term B Availability Period payable on the Initial Term B Facility Maturity Date. In the event that any Other Term Loans are made, and the Borrower shall repay such Other Term Loans on the dates and in the amounts set forth in Section 2.14the related Incremental Term Loan Amendment, Extension Amendment or Refinancing Amendment.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period applicable thereto, (ii) the amount of any principal or and interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(d) The entries made in the accounts maintained pursuant to paragraph (b(b) or (c(c) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded therein; 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 Borrower to repay the Loans in accordance with the terms of this Agreement.
(e) Any Lender may request by written notice to the Borrower (with a copy to the Administrative Agent) that Loans made by it be evidenced by a promissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender (promptly after the Borrower’s receipt of such notice) a promissory note payable to such Lender and its registered assigns and in a form approved by the 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 payee named therein and its registered assigns.
Appears in 1 contract
Samples: Credit Agreement (LendingTree, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving the appropriate Lender, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Term Loan of such Term Loan Lender on the last day of the Interest Period applicable to such Competitive Loan, Termination Date or (iii) to the Swingline Lender, the then unpaid principal amount of each Foreign Currency Swingline Loan Protective Advance on the Revolving Commitment earliest of (A) the Termination Date, (B) the day that is 30 days after the making of such Protective Advance (or if such day is not a Business Day, the next succeeding Business Day) and (ivC) demand by the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such SectionAdministrative Agent. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.12.
(b) During any Cash Dominion Period that exists other than as a result of an Event of Default, on each Business Day, the Administrative Agent may, in its Permitted Discretion (unless otherwise directed by the Required Lenders), apply all funds credited to the Collection Account or Concentration Account as of 10:00 a.m., New York City time, on such Business Day (whether or not immediately available) first to prepay any Protective Advances that may be outstanding, pro rata, second to prepay the Revolving Credit Loans (without a corresponding reduction in Revolving Credit Commitments) and cash collateralize Letters of Credit, and third to prepay the Term Loans; provided that during an Event of Default, all such amounts shall be applied in accordance with Section 8.2.
(c) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(cd) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(b), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(de) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (b) or (c) of this Section 2.11 shall 2.5 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(f) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Revolving Credit Loans or Term Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1 or G-2, respectively, with appropriate insertions as to date and principal amount.
Appears in 1 contract
Samples: Secured Superpriority Debtor in Possession Credit Agreement (NBC Acquisition Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the appropriate Lender (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Credit Termination DateDate (or such earlier date on which such Loans become due and payable pursuant to Section 7), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Tranche A Term Loan on the last day of the Interest Period applicable to such Competitive LoanTranche A Term Loan Maturity Date, (iii) to the Swingline Lender, the then unpaid principal amount of each Foreign Currency Swingline Tranche B Term Loan on the Revolving Commitment Termination Date, Tranche B Term Loan Maturity Date and (iv) the amounts specified in Sections 2.09 and 2.12 then unpaid principal amount of each Incremental Term Loan on the dates specified in each such Sectionapplicable Incremental Term Loan Maturity Date. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to (other than the Borrower, Tranche B Term Loans) from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, and on the dates date, set forth in Section 2.142.13.The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Tranche B Term Loans from time to time outstanding from the Restatement Date until payment in full thereof at the rates per annum, and on the dates, set forth in Section 2.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 9.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.6(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie primafacie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Revolving Credit Loans, Tranche A Term Loansor Tranche B Term Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1, F-2, and F-3, respectively, with appropriate insertions as to date and principal amount; provided that delivery of such notes shall not be a condition precedent to the making of the Loans on the Closing Date or the Restatement Date.
Appears in 1 contract
Samples: Credit Agreement (B&G Foods, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Term Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) Term Loan Lender in installments according to the Swingline Lender, amortization schedule set forth in Section 2.3 (or on such earlier date on which the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.6(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence (in the absence of manifest error) of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1 or G-2, respectively (a "Term Note" or "Revolving Credit Note", respectively), with appropriate insertions as to date and principal amount; provided, that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans on the Closing Date.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower Each of the Borrowers hereby unconditionally promises promise to pay (i) to the Administrative Agent for the account of each Revolving Lender, the appropriate Lender (i) the then unpaid principal amount on the Revolving Credit Termination Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8) of each Revolving Credit Loan and Revolving Borrowing of such Revolving Lender made to such Borrower and (ii) the then unpaid principal amount on the Revolving Commitment Credit Termination Date, Date (ii) or on such earlier date on which the Loans become due and payable pursuant to Section 8) of each Swing Line Loan of such Swing Line Lender made to such Borrower. Each of the Borrowers hereby further agrees to pay interest to the Administrative Agent for the account of each the appropriate Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, it from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.11.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of each Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan to such Borrower made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the such Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder from or for the account of the Lenders such Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.5(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie PRIMA FACIE evidence of the existence and amounts of the obligations recorded thereinof each Borrower therein recorded; provided PROVIDED, HOWEVER, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the any Borrower to repay (with applicable interest) the Loans made to it by such Lender in accordance with the terms of this Agreement.
(e) Each of the Borrowers agrees that, upon the request to the Administrative Agent by any Lender, it will execute and deliver to such Lender a promissory note of such Borrower evidencing any Revolving Credit Loans or Swing Line Loans, as the case may be, made by such Lender to such Borrower, substantially in the forms of EXHIBIT C-1 or C-2, respectively, with appropriate insertions as to date and principal amount.
Appears in 1 contract
Samples: Credit Agreement (White Mountains Insurance Group LTD)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to (i) to the Administrative Agent for the account of each the appropriate Revolving Lender, Credit Lender the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8.1) and (ii) to the Administrative Agent for the account of each Swing Line Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan Swing Line Lender on the Revolving Commitment Credit Termination Date, Date (or on such earlier date on which the Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8.
1). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof Effective Date until payment in full thereof thereof, in each case, at the rates per annum, and on the dates dates, set forth in Section 2.142.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Revolving Credit Loan made hereunderhereunder and any Note evidencing such Revolving Credit Loan, the Class Type of such Revolving Credit Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Revolving Credit Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account Borrower and each Revolving Credit Xxxxxx’s share thereof. Each Swing Line Lender, on behalf of the Lenders Borrower, shall record (i) the amount of each Swing Line Loan made by such Swing Line Lender hereunder and each any Note evidencing such Swing Line Loan, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to such Swing Line Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.5(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1 or F-2, respectively (a “Revolving Credit Note” or “Swing Line Note”, respectively), with appropriate insertions as to date and principal amount; provided, that, delivery of Notes shall not be a condition precedent to the occurrence of the Effective Date or the making of the Loans or issuance of Letters of Credit on the Effective Date.
Appears in 1 contract
Samples: Amended and Restated Credit Agreement (Chatham Lodging Trust)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to repay the outstanding principal amount of the Initial Term Loans to the Administrative Agent for the account of each applicable Term Lender (i) commencing September 29, 2017, on the last Business Day of each March, June, September and December prior to the Initial Term Loan Maturity Date (each such date being referred to as a “Loan Installment Date”), in each case in an amount equal to 0.25% of the original principal amount of the Initial Term Loans (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and purchases or assignments in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Initial Term Loans pursuant to Section 2.22(a)) and (ii) on the Initial Term Loan Maturity Date, in an amount equal to the remainder of the principal amount of the Initial Term Loans outstanding on such date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. The Borrower shall repay the Additional Term Loans of any Class in such scheduled amortization installments and on such date or dates as shall be specified therefor in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and purchases or assignments in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Additional Term Loans pursuant to Section 2.22(a)).
(b) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, Lender the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Initial Revolving Commitment Termination Date, Credit Maturity Date and (ii) to the Administrative Agent for the account of each Swingline Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the earlier of (x) the 10th Business Day following the incurrence of such Swingline Loan and (y) the Initial Revolving Commitment Termination Credit Maturity Date. On the Initial Revolving Credit Maturity Date, the Borrower shall (A) cancel and return all outstanding Letters of Credit (or alternatively, with respect to any outstanding Letter of Credit, furnish to the Administrative Agent a Cash deposit (or if reasonably acceptable to the relevant Issuing Bank, a backup standby letter of credit) equal to 100% of the LC Exposure (minus the amount then on deposit in the LC Collateral Account) as of such date) and (ivB) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until make payment in full thereof at in Cash of all accrued and unpaid fees and all reimbursable expenses and other Obligations with respect to the rates per annumRevolving Facility then due, together with accrued and on the dates set forth in Section 2.14unpaid interest (if any) thereon.
(bc) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders or the Issuing Bank and each Lender's ’s share or the Issuing Bank’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph paragraphs (bc) or (cd) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any manifest error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement; provided, further, that in the event of any inconsistency between the accounts maintained by the Administrative Agent pursuant to paragraph (d) of this Section and any Lender’s records, the accounts of the Administrative Agent shall govern.
(f) Any Lender may request that Loans made by it be evidenced by a Promissory Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Promissory Note payable to such Lender and its registered permitted assigns; it being understood and agreed that such Lender (and/or its applicable permitted assign) shall be required to return such Promissory Note to the Borrower in accordance with Section 9.05(b)(iii) and upon the occurrence of the Termination Date (or as promptly thereafter as practicable). If any Lender loses the original copy of its Promissory Note, it shall execute an affidavit of loss containing a customary indemnification provision that is reasonably satisfactory to the Borrower. The obligation of each Lender to execute an affidavit of loss containing a customary indemnification provision that is reasonably satisfactory to the Borrower shall survive the Termination Date.
Appears in 1 contract
Samples: First Lien Credit Agreement (Isos Acquisition Corp.)
Repayment of Loans; Evidence of Debt. (ai) The Borrower hereby unconditionally promises to pay (i) repay the outstanding principal amount of the Initial Term Loans to the Administrative Agent for the account of each Revolving LenderTerm Lender (x) commencing September 30, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date2019, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day Business Day of each March, June, September and December prior to the Initial Term Loan Maturity Date (each such date being referred to as a “Loan Installment Date”), in each case in an amount equal to 0.25% of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid original principal amount of the Initial Term Loans made to the Borrower, (as such payments may be reduced from time to time outstanding from as a result of the date hereof until payment application of prepayments in full thereof at accordance with Section 2.11 and repurchases in accordance with Section 9.05(g) or increased as a result of any increase in the rates per annum, amount of such Initial Term Loans pursuant to
(ii) The Borrower shall repay the Additional Term Loans of any Class in such scheduled amortization installments and on such date or dates as shall be specified therefor in the dates set forth applicable Refinancing Amendment, Incremental Facility Agreement or Extension Amendment (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.142.11 or repurchases in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Additional Term Loans of such Class pursuant to Section 2.22(a)).
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower to such Lender resulting from each Loan made by such LenderXxxxxx, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is duehereunder.
(c) The Administrative Agent shall maintain the Register in accordance with Section 9.05(b)(iv), and shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's Xxxxxx’s share thereof.
(d) The entries made in the accounts maintained pursuant to paragraph paragraphs (b) or (c) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any manifest error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement; provided, further, that in the event of any inconsistency between the accounts maintained by the Administrative Agent pursuant to paragraph
(e) Any Lender may request that any Loan made by it be evidenced by a Promissory Note. In such event, the Borrower shall prepare, execute and deliver a Promissory Note to such Lender payable to such Lender and its registered assigns; it being understood and agreed that such Lender (and/or its applicable assign) shall be required to return such Promissory Note to the Borrower in accordance with Section 9.05(b)(iii) and upon the occurrence of the Termination Date (or as promptly thereafter as practicable). If any Lender loses the original copy of its Promissory Note, it shall execute an affidavit of loss containing an indemnification provision reasonably satisfactory to the Borrower.
Appears in 1 contract
Samples: Term Loan Credit Agreement
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or such earlier date on which the Loans become due and payable pursuant to Section 9) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Term Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) Term Loan Lender in installments according to the Swingline Lender, amortization schedule set forth in subsection 2.5 (or on such earlier date on which the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 9). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.14.subsection 2.12. 33 28
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to subsection 11.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bsubsection 2.6(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie PRIMA FACIE evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided PROVIDED, HOWEVER, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1 or F-2, respectively, with appropriate insertions as to date and principal amount.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, Lender the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, Maturity Date and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan Protective Advance on the last day earlier of the Interest Period applicable to such Competitive Loan, (iii) to Maturity Date and demand by the Swingline LenderAdministrative Agent; provided that on each date that a Revolving Loan is made while any Protective Advance is outstanding, the unpaid principal amount Borrower shall repay all such Protective Advances with the proceeds of each Foreign Currency Swingline such Revolving Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.14then outstanding.
(b) At all times after the occurrence and during the continuance of a Liquidity Event and notification thereof by the Administrative Agent to the Borrower (subject to the provisions of Section 2.18(b) and to the terms of the Security Agreement), on each Business Day, at or before 1:00 p.m., New York City time, the Administrative Agent shall apply all immediately available funds credited to the Collateral Agent Account, first to pay any fees or expense reimbursements then due to the Agent, the Issuing Banks and the Lenders (other than in connection with Banking Services or Secured Swap Obligations), pro rata, second to pay interest due and payable in respect of any Revolving Loans and any Protective Advances that may be outstanding, pro rata, third to prepay the principal of any Protective Advances that may be outstanding, pro rata, and fourth to prepay the principal of the Loans and to cash collateralize outstanding LC Exposure, pro rata.
(c) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (bc) or (cd) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); 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 Borrower 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 Borrower shall prepare, execute and deliver to such Lender a promissory note payable to such Lender and its registered assigns and in substantially the form of Exhibit H hereto. 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 payee named therein and its registered assigns.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) outstanding principal of all Revolving Loans, and all accrued and unpaid interest thereon and all other Obligations relating thereto, shall be due and payable on the Final Maturity Date or, if earlier, on the date on which they are declared due and payable pursuant to the Administrative Agent for the account terms of this Agreement.
(b) The Term Loans shall be repayable in consecutive quarterly installments, each Revolving Lenderof which shall be in an amount equal per quarter to $1,500,000 and each such installment to be due and payable, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Datein arrears, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loaneach quarter commencing on March 31, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan 2018 and ending on the Revolving Commitment Termination Final Maturity Date; provided, and (iv) however, that the amounts specified last such installment shall be in Sections 2.09 and 2.12 on the dates specified amount necessary to repay in each such Section. The Borrower hereby further agrees to pay interest on full the unpaid principal amount of the Loans made Term Loans. The outstanding unpaid principal amount of the Term Loans, and all accrued and unpaid interest thereon, shall be due and payable on the earlier of (i) the Final Maturity Date and (ii) the date on which any Term Loan is declared due and payable pursuant to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.14terms of this Agreement.
(bc) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (bSection 2.03(c) or (cSection 2.03(d) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein unless within 30 days after the Administrative Agent or the applicable Lender makes such statement available to the Borrower, the Borrower shall deliver to the Administrative Agent, and such Lender if applicable, written objection thereto describing the error or errors contained in such statement; provided that (i) 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 Borrower to repay the Loans in accordance with the terms of this AgreementAgreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.03(c) and the accounts maintained pursuant to Section 2.03(d), the accounts maintained pursuant to Section 2.03(d) shall govern and control.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers, jointly and severally, hereby unconditionally promises promise to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereofthe then unpaid principal amount of the Loans of such Lender on the Termination Date (or such earlier date on which the Loans become due and payable pursuant to Section 7). The Borrowers, jointly and severally, hereby unconditionally promise to the Same Day Lender to pay the then unpaid principal amount of each Competitive Same Day Loan on the earlier of the Termination Date and the first Business Day after the Borrowing Date for such Same Day Loan or, if an Interest Period was selected in the applicable Borrower’s notice of borrowing for such Same Day Loan, the last day of the such Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such SectionPeriod. The Borrower Borrowers, jointly and severally, hereby further agrees agree to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.14subsection 2.10.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to subsection 9.6(d) in which it shall record be recorded with respect to each Borrower (i) the amount of each Loan made hereunder, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the such Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from such Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bsubsection 2.2(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof each Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower Borrowers to repay (with applicable interest) the Loans made to either Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrowers agree that, upon the request to the Administrative Agent by any Lender, the Borrowers will execute and deliver to such Lender a promissory note of the Borrowers evidencing the Loans of such Lender, substantially in the form of Exhibit A with appropriate insertions as to date and principal amount (a “Note”).
Appears in 1 contract
Samples: Credit Agreement (Chevron Phillips Chemical Co LLC)
Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the ratable account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan Loans made to it (and Revolving Borrowing of such Revolving Lender all accrued and unpaid interest thereon) on the Revolving Commitment Termination Maturity Date; provided that the Borrowers shall apply the net cash proceeds (net of customary fees, commissions, costs and expenses incurred in connection therewith) of any and all issuances by Parent or any of its Subsidiaries of debt securities issued in one or more capital markets transactions (iiincluding without limitation any convertible bonds) to repay outstanding Loans hereunder (and to the Administrative Agent for extent such net cash proceeds exceeds the account of each Lender thereof, the then unpaid principal amount of Loans outstanding hereunder, Parent shall terminate undrawn Commitments hereunder in the amount of such excess) (in each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loancase, (iii) subject to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates minimum increments set forth in this Agreement). In addition, so long as any obligations (inclusive of all principal, interest, fees and reimbursement obligations (other than other than contingent indemnification obligations with respect to which no claim has been made)) and/or Commitments are outstanding under this Agreement or any other Loan Document, no principal amount outstanding under the Existing Bridge Loan Agreement shall be repaid and no “Commitment” (under and as defined in the Existing Bridge Loan Agreement) shall be cancelled or terminated, in each case, by any Loan Party, any of their respective Affiliates or any other Person. If the Credit Exposure at any time exceeds the aggregate of all Commitments, the Borrowers shall comply with Section 2.142.08(a). All payments or repayments of Loans made pursuant to this Section 2.07(a) shall be made in US dollars.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated hereunder 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 Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section 2.11 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 Borrower Borrowers to repay the Loans in accordance with the terms of this Agreement.
(e) Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the applicable Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender and substantially in the form of with respect to Loans, in the form of loan note attached hereto as Exhibit E. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 11.05) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).
Appears in 1 contract
Samples: Bridge Loan Agreement (Teva Pharmaceutical Industries LTD)
Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally jointly and severally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Term Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) Term Loan Lender in installments according to the Swingline Lender, amortization schedule set forth in Section 2.3 (or on such earlier date on which the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Each Borrower hereby further jointly and severally agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrowers, shall maintain accounts the Register pursuant to Section 10.6(c), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrowers and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.6(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrowers therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower Borrowers to repay (with applicable interest) the Loans made to the Borrowers by such Lender in accordance with the terms of this Agreement.
(e) Each Borrower agrees that, upon the request to the Administrative Agent by any Lender, such Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-l or G-2, respectively (a “Term Note” or “Revolving Credit Note”, respectively), with appropriate insertions as to date and principal amount; provided, that delivery of Notes shall not be a condition precedent to the occurrence of the Effective Date or the making of the Loans or issuance of Letters of Credit on the Effective Date.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers hereby unconditionally promises promise to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or such earlier date on which the Loans become due and payable pursuant to Section 8) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Tranche A Term Loan on the last day and each Tranche B Term Loan of the Interest Period applicable to such Competitive Loan, (iii) Term Loan Lender in installments according to the Swingline Lender, amortization schedule set forth in Section 2.4 (or on such earlier date on which the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower Borrowers hereby further agrees agree to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.14.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrowers, shall maintain accounts the Register pursuant to Section 10.6(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrowers and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.7(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrowers therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower Borrowers to repay (with applicable interest) the Loans made to such Borrowers by such Lender in accordance with the terms of this Agreement.
(e) The Borrowers agree that, upon the request to the Administrative Agent by any Lender, the Borrowers will execute and deliver to such Lender a promissory note of the Borrowers evidencing any Tranche A Term Loans, Tranche B Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the form of Exhibit F-1, F-2 or F-3, respectively, with appropriate insertions as to date and principal amount.
(f) All of the obligations of the Borrowers hereunder shall be joint and several; provided, however, that in no event shall the maximum liability of any Borrower exceed the amount for which such Borrower can become liable as a guarantor under applicable federal and state laws relating to the insolvency of debtors.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the appropriate Lender (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of made by such Revolving Lender to such Borrower, on the Revolving Commitment Credit Termination DateDate (or on such earlier date on which the Loans become due and payable pursuant to Section 11), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Multicurrency Loan made by such Lender to such Borrower, on the last day of dates required by Section 4.3 and Section 6.5 and on the Interest Period applicable Multicurrency Termination Date (or on such earlier date on which the Loans become due and payable pursuant to such Competitive Loan, Section 11) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline the Tranche B Term Loan made by such Lender to such Borrower, in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 11). The Each Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, it from time to time outstanding from the date hereof of such Loans until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.146.8.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to such Lender resulting from each Loan made by of such LenderLender to such Borrower from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of each Borrower, shall maintain accounts the Register pursuant to Section 13.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderor continued hereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the each Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from each Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 6.1(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie PRIMA FACIE evidence of the existence and amounts of the obligations recorded thereinof each Borrower therein recorded; provided PROVIDED, HOWEVER, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the any Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) Each Borrower agrees that, upon the request to the Administrative Agent by any Lender, such Borrower will execute and deliver to such Lender a promissory note of such Borrower evidencing any Tranche B Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1 or G-2, respectively, with appropriate insertions as to date and principal amount.
Appears in 1 contract
Samples: Credit Agreement (Six Flags Inc)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender or the Swing Line Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of the Swing Line Lender on the last day of Revolving Credit Termination Date (or such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(b), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie PRIMA FACIE evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided PROVIDED, HOWEVER, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1, G-2 or G-3, respectively, with appropriate insertions as to date and principal amount.
Appears in 1 contract
Samples: Credit Agreement (Nebraska Book Co)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and of the Revolving Borrowing of such Revolving Credit Lender on the applicable Revolving Commitment Termination DateCredit Maturity Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Maturity Date (or on such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive LoanSection 8), (iii) to the Swingline Lender, the then unpaid principal amount of each Foreign Currency Swingline Initial Term Loan of such Initial Term Loan Lender on the Revolving Commitment Termination Date, Initial Term Loan Maturity Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8); (iv) the amounts specified in Sections 2.09 and 2.12 then unpaid principal amount of each New Incremental Loan of such New Incremental Loan Lender on the dates specified in New Incremental Loan Maturity Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8) and (v) the then unpaid principal amount of each Incremental Term Loan of such SectionIncremental Term Loan Lender on the Incremental Term Loan Maturity Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement; provided, further, that if such accounts are inconsistent with the Register, the Register shall prevail.
(e) The Borrower agrees that, upon the request by the Administrative Agent as a result of a request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans, substantially in the form of Exhibit D-1, Revolving Credit Loans substantially in the form of Exhibit D-2, or Swing Line Loans substantially in the form of Exhibit D‑3, as the case may be (a “Term Note”, “Revolving Credit Note” or “Swing Line Note”, respectively), with appropriate insertions as to date and principal amount; provided, that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans or issuance of Letters of Credit on the Closing Date.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Lender (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Credit Loan on the Revolving Commitment Credit Termination DateDate (or such earlier date on which the Loans become due and payable pursuant to Section 10), and (ivii) the amounts specified principal amount of the Term Loan in Sections 2.09 installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Loans become due and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 10). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.145.1.
(b) Each The Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such the Lender resulting from each Loan made by such Lenderof the Lender from time to time, including the amounts of principal and interest payable and paid to such the Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Lender, on behalf of the Borrower, shall maintain accounts at the address of the Lender referred to in Section 11.2 a register (the “Register”) for the recordation of the addresses of the Lender and the Commitments of, and principal amounts of the Loans owing to, the Lender from time to time, in which it shall record be recorded (i) the amount of each Loan made hereunder, the Class hereunder and Type thereof, the Available Currency in which it is denominated and the Interest Period applicable theretoany Note evidencing such Loan, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each the Lender hereunder and (iii) the amount of any sum received by the Administrative Agent Lender hereunder for from the account of the Lenders and each Lender's share thereofBorrower.
(d) The entries made in the accounts maintained pursuant Register shall, to paragraph (b) or (c) of this Section 2.11 shall the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations of the Borrower therein recorded therein(absent manifest error) and the Borrower and the Lender may (and, in the case of any Loan or other obligation hereunder not evidenced by a Note, shall) treat each Person whose name is recorded in the Register as the owner of a Loan or other obligation hereunder as the owner thereof for all purposes of this Agreement and the other Loan Documents, notwithstanding any notice to the contrary; provided provided, however, that the failure of any the Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by the Lender in accordance with the terms of this Agreement. Any assignment of any Loan or other obligation hereunder, whether or not evidenced by a Note, shall be effective only upon appropriate entries with respect thereto being made in the Register. The Register shall be available for inspection by the Borrower at any reasonable time and from time to time upon reasonable prior notice.
(e) The Borrower agrees that the Borrower will execute and deliver to the Lender a promissory note of the Borrower evidencing the Term Loan or Revolving Credit Loans, as the case may be, of the Lender, substantially in the forms of Exhibit A-1 or A-2, respectively, with appropriate insertions as to date and principal amount (a “Term Note” or “Revolving Credit Note”, respectively).
Appears in 1 contract
Samples: Credit Agreement (Merisel Inc /De/)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the appropriate Lender (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Credit Termination DateDate (or such earlier date on which such Loans become due and payable pursuant to Section 7), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Tranche A Term Loan on the last day of the Interest Period applicable to such Competitive LoanTranche A Term Loan Maturity Date, (iii) to the Swingline Lender, the then unpaid principal amount of each Foreign Currency Swingline Tranche B-23 Term Loan on the Revolving Commitment Termination Date, Tranche B-23 Term Loan Maturity Date and (iv) the amounts specified in Sections 2.09 and 2.12 then unpaid principal amount of each Incremental Term Loan on the dates specified applicable Incremental Term Loan Maturity Date. All Tranche B Term Loans outstanding on the First Amendment Effective Date were repaid in each such Sectionfull on the First Amendment Effective Date. All Tranche B-2 Term Loans outstanding on the Second Amendment Effective Date were repaid in full on the Second Amendment Effective Date. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to (other than the Borrower, Tranche B-23 Term Loans) from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, and on the dates date, set forth in Section 2.142.13. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Tranche B-23 Term Loans from time to time outstanding from the FirstSecond Amendment Effective Date until payment in full thereof at the rates per annum, and on the dates, set forth in Section 2.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 9.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.6(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Revolving Credit Loans, Tranche A Term Loans or Tranche B-23 Term Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1, F-2 and F-3, respectively, with appropriate insertions as to date and principal amount; provided that delivery of such notes shall not be a condition precedent to the making of the Loans on the Closing Date or the Restatement Funding Date.
Appears in 1 contract
Samples: Credit Agreement (B&G Foods, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, (i) the then unpaid principal amount of each Competitive Revolving Credit Loan of such Lender on the last day Revolving Credit Termination Date and (ii) the principal amount of the Interest Period applicable to Tranche B Term Loan (including the principal amount of any Incremental Term Loan that is a Tranche B Tenn Loan) of such Competitive Loan, (iii) to the Swingline Lender, in installments, payable on each Tranche B Installment Payment Date, in accordance with subsection 4.6 (or the then unpaid principal amount of each Foreign Currency Swingline such Tranche B Tenn Loan on the Revolving Commitment Termination Date, date that the Tranche B Tenn Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 9). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, annum and on the dates set forth in Section 2.14subsection 4.8.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to subsection 11.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Revolving Credit Loan, Tranche B Term Loan and any Incremental Tenn Loan made hereunder, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the Interest each LIBOR Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bsubsection 4.16(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof Borrower therein recorded; provided that the failure of any Lender or the Administrative Agent to maintain the Register, which shall be promptly corrected, or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to Borrower by such Lender or to repay any other obligations in accordance with the terms of this Agreement; provided further, that in the event of any conflict between the accounts maintained by each Lender and the Register, the Register shall control, absent manifest error.
(e) Borrower agrees that, upon the request to the Administrative Agent by any Lender, Borrower will execute and deliver to such Lender (i) a promissory note of Borrower evidencing the Revolving Credit Loans of such Lender, substantially in the form of Exhibit A with appropriate insertions as to date and principal amount (a “Revolving Credit Note”), (ii) a promissory note of Borrower evidencing the Tranche B Tenn Loan of such Lender, substantially in the form of Exhibit B with appropriate insertions as to date and principal amount (a “Tranche B Term Note”) and (iii) a promissory note of Borrower evidencing any Incremental Term Loan of such Lender that is not a Tranche B Term Loan in a form to be agreed in the applicable Incremental Loan Amendment (an “Incremental Term Note”).
Appears in 1 contract
Samples: Credit Agreement (Clearwater Analytics Holdings, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, (i) the then unpaid principal amount of each Competitive Revolving Credit Loan of such Lender on the Revolving Credit Termination Date, (ii) the principal amount of the Tranche A Term Loan of such Lender, in installments, payable on each Tranche A Installment Payment Date, in accordance with subsection 4.6(a) (or the then unpaid principal amount of such Tranche A Term Loan on the last day of date that the Interest Period applicable Tranche A Term Loans become due and payable pursuant to such Competitive LoanSection 9), (iii) to the Swingline principal amount of the Tranche B-1 Term Loan (including the principal amount of any Incremental Term Loan that is a Tranche B-1 Term Loan) of such Lender, in installments, payable on each Tranche B-1 Installment Payment Date, in accordance with subsection 4.6(b) (or the then unpaid principal amount of each Foreign Currency Swingline such Tranche B-1 Term Loan on the Revolving Commitment Termination Datedate that the Tranche B-1 Term Loans become due and payable pursuant to Section 9), and (iv) the amounts specified in Sections 2.09 and 2.12 then unpaid principal amount of the Swing Line Loans of the Swing Line Lender on the dates specified in each such SectionRevolving Credit Termination Date. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, annum and on the dates set forth in Section 2.14subsection 4.8.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to subsection 11.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Revolving Credit Loan, Tranche A Term Loan, Tranche B-1 Term Loan and any Incremental Term Loan made hereunder, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bsubsection 4.16(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof Borrower therein recorded; provided that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to Borrower by such Lender or to repay any other obligations in accordance with the terms of this Agreement.
(e) Borrower agrees that, upon the request to the Administrative Agent by any Lender, Borrower will execute and deliver to such Lender (i) a promissory note of Borrower evidencing the Revolving Credit Loans of such Lender, substantially in the form of Exhibit A with appropriate insertions as to date and principal amount (a “Revolving Credit Note”), (ii) a promissory note of Borrower evidencing the Tranche A Term Loan of such Lender, substantially in the form of Exhibit B-1 with appropriate insertions as to date and principal amount (a “Tranche A Term Note”), (iii) a promissory note of such Borrower evidencing the Tranche B-1 Term Loan of such Lender, substantially in the form of Exhibit B-2 with appropriate insertions as to date and principal amount (a “Tranche B-1 Term Note”), (iv) a promissory note of Borrower evidencing any Incremental Term Loan of such Lender (an “Incremental Term Note”) and/or (v) in the case of the Swing Line Lender, a promissory note of Borrower evidencing the Swing Line Loans of the Swing Line Lender, substantially in the form of Exhibit C with appropriate insertions as to date and principal amount (the “Swing Line Note”).
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers jointly and severally hereby unconditionally promises promise to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Termination Date (or such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower Borrowers hereby further agrees agree to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrowers, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrowers and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrowers therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower Borrowers to repay (with applicable interest) the Loans made to the Borrowers by such Lender in accordance with the terms of this Agreement.
(e) The Borrowers agree that, upon the request to the Administrative Agent by any Lender, the Borrowers will execute and deliver to such Lender a promissory note of the Borrowers evidencing any Term Loans, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1, G-2 or G-3, respectively, with appropriate insertions as to date and principal amount.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower Company hereby ------------------------------------ unconditionally promises to pay (i) to the US Administrative Agent for the account of each Revolving Lender, US$ Lender the then unpaid principal amount of each Revolving US$ Loan and Revolving Borrowing of such Revolving US$ Lender on the Revolving Commitment Termination Date, Date (ii) or such earlier date on which the US$ Loans become due and payable pursuant to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such SectionSection 9). The Borrower Company hereby further agrees to pay interest on the unpaid principal amount of the US$ Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.14subsection 4.5.
(b) The Canadian Borrower hereby unconditionally promises to pay to the Canadian Administrative Agent for the account of each C$ Lender the then unpaid principal amount of each C$ Loan of such C$ Lender on the Termination Date (or such earlier date on which the C$ Loans become due and payable pursuant to Section 9). The Canadian Borrower hereby further agrees to pay interest on the unpaid principal amount of the C$ Loans from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates, set forth in subsection 4.5.
(c) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the relevant Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(cd) The Each Administrative Agent shall maintain accounts the Register pursuant to subsection 11.6(d), and a subaccount therein for each relevant Lender, in which it shall record be recorded (i) the amount of each relevant Loan made hereunder, the Class and Type thereofwhether such Loan is, as applicable, a US$ Loan, a C$ Prime Loan or a Bankers' Acceptance, the Available Currency in which it is denominated Type of each US$ Loan made and the each Interest Period applicable theretoto any Eurodollar Loan, (ii) the amount of any principal or interest due and payable or to become due and payable from the relevant Borrower to each relevant Lender hereunder and (iii) both the amount of any sum received by the such Administrative Agent hereunder for from the account of the Lenders relevant Borrower and each relevant Lender's share thereof.
(de) The entries made in the Registers and the accounts of each Lender maintained pursuant to paragraph (bsubsection 4.1(c) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the relevant Borrower therein recorded; provided provided, however, that -------- ------- the failure of any Lender or the either Administrative Agent to maintain such accounts Register or any such account, or any error therein therein, shall not in any manner affect the obligation of the each Borrower to repay (with applicable interest and all other amounts owing with respect thereto) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(f) The Company agrees that, upon the request to the US Administrative Agent by any US$ Lender, the Company will execute and deliver to such Lender a promissory note of the Company evidencing the US$ Loans of such Lender, substantially in the form of Exhibit A-1 with appropriate insertions as to date and principal amount (a "US$ Note"), as the same may be amended, -------- supplemented or otherwise modified from time to time.
(g) The Canadian Borrower agrees that, upon the request to the Canadian Administrative Agent by any C$ Lender, the Canadian Borrower will execute and deliver to such Lender a promissory note of the Canadian Borrower evidencing the C$ Prime Loans of such Lender, substantially in the form of Exhibit A-2 with appropriate insertions as to date and principal amount (a "C$ -- Note"), as the same may be amended, supplemented or otherwise modified from time ---- to time.
Appears in 1 contract
Samples: Credit Agreement (Pierce Leahy Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, Lender the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of made by such Revolving Lender on the Revolving Commitment Termination Date, Date (ii) or such earlier date on which the Loans become due and payable pursuant to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such SectionSection 7). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.14subsection 2.8.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's share thereof.
(d) The entries made in the accounts of each Lender maintained pursuant to paragraph (bsubsection 2.5(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(d) The Borrower agrees that, upon the request of any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing the Loans made by such Lender, substantially in the form of Exhibit D (a "Note"), dated the Effective Date and payable to the order of such Lender and in a principal amount equal to the lesser of (a) the amount of the then Commitment of such Lender or (b) the aggregate unpaid principal amount of all Loans made by such Lender. Each Lender is hereby authorized to record the date, Type and amount of each Loan made by such Lender and the date and amount of each payment or prepayment of principal with respect thereto, each conversion of all or a portion thereof to another Type, each continuation of all or a portion thereof as the same Type and, in the case of Eurodollar Loans, the length of each Interest Period and Eurodollar Rate with respect thereto, on the schedule annexed to and constituting a part of its Note or any continuation thereof, and any such recordation shall, to the extent permitted by applicable law, constitute prima facie evidence of the accuracy of the information so recorded, provided that the failure to make any such recordation or any error therein shall not affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower in accordance with the terms of this Agreement.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and of the Revolving Borrowing of such Revolving Credit Lender on the applicable Revolving Commitment Termination DateCredit Maturity Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Maturity Date (or on such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive LoanSection 8), (iii) to the Swingline Lender, the then unpaid principal amount of each Foreign Currency Swingline Initial Term Loan of such Initial Term Loan Lender on the Revolving Commitment Termination Date, Initial Term Loan Maturity Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8) and (iv) the amounts specified in Sections 2.09 and 2.12 then unpaid principal amount of each Incremental Term Loan of such Incremental Term Loan Lender on the dates specified in each Incremental Term Loan Maturity Date (or on such Sectionearlier date on which the Loans become due and payable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement; provided, further, that if such accounts are inconsistent with the Register, the Register shall prevail.
(e) The Borrower agrees that, upon the request by the Administrative Agent as a result of a request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans, substantially in the form of Exhibit D-1, Revolving Credit Loans substantially in the form of Exhibit D-2, or Swing Line Loans substantially in the form of Exhibit D‑3, as the case may be (a “Term Note”, “Revolving Credit Note” or “Swing Line Note”, respectively), with appropriate insertions as to date and principal amount; provided, that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans or issuance of Letters of Credit on the Closing Date.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or on such earlier date on which the Loans become due and payable pursuant to Section 7) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Term Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) Term Loan Lender in installments according to the Swingline Lender, amortization schedule set forth in Section 2.3 (or on such earlier date on which the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 7). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.12.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 9.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.5(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie conclusive evidence of the existence and amounts of the obligations of the Borrower therein recorded thereinabsent manifest error; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1 or F-2, respectively (a "Term Note" or "Revolving Credit Note," respectively), with appropriate insertions as to date and principal amount; provided, that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans on the Closing Date.
Appears in 1 contract
Samples: Credit Agreement (Infinity Property & Casualty Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, Lender the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Credit Maturity Date, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Term A Loan as provided in paragraph (b) of this Section, and (iii) to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Term B Loan as provided in paragraph (c) of this Section.
(b) The Borrower shall repay Term A Loan Borrowings in equal quarterly installments of principal on the last day of each March, June, September and December. To the Interest Period applicable extent not previously paid, all Term A Loans shall be due and payable on the Term A Loan Maturity Date. Any prepayment of a Term A Loan Borrowing shall be applied to scheduled repayments of the Term A Loan Borrowings to be made pursuant to this paragraph (b) in inverse order of maturity. Prior to any repayment of any Term A Loan Borrowings, the Borrower shall select the Borrowing or Borrowings to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopy) of such Competitive Loanselection not later than 11:00 a.m., (iii) Dallas, Texas time, two Business Days before the scheduled date of such repayment. Each repayment of a Borrowing shall be applied ratably to the Swingline Lender, loans included in the unpaid principal amount repaid Borrowing. Repayments of each Foreign Currency Swingline Term A Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay Borrowings shall be accompanied by accrued interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.14repaid.
(bc) The Borrower shall repay Term B Loan Borrowings in equal quarterly installments of $750,000 each, the first such installment to be due and payable on September 30, 2004, with like successive installments of principal to be due and payable on the last day of each December, March, June and September thereafter. To the extent not previously paid, all Term B Loans shall be due and payable on the Term B Loan Maturity Date. Any prepayment of a Term B Loan Borrowing shall be applied to scheduled repayments of the Term B Loan Borrowings to be made pursuant to this paragraph (c) in inverse order of maturity. Prior to any repayment of any Term B Loan Borrowings, the Borrower shall select the Borrowing or Borrowings to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopy) of such selection not later than 11:00 a.m., Dallas, Texas time, two Business Days before the scheduled date of such repayment. Each repayment of a Borrowing shall be applied ratably to the loans included in the repaid Borrowing. Repayments of Term B Loan Borrowings shall be accompanied by accrued interest on the amount repaid.
(d) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(ce) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(df) The entries made in the accounts maintained pursuant to paragraph (bd) or (ce) of this Section 2.11 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 Borrower to repay the Loans in accordance with the terms of this Agreement.
(g) The obligation of the Borrower to repay each Lender for Revolving Loans made by such Lender and interest thereon shall be evidenced by a Revolving Credit Note executed by the Borrower, payable to the order of such Lender, in the principal amount of such Lender’s Revolving Credit Commitment as in effect on the date hereof, and initially dated the date hereof.
(h) The obligation of the Borrower to repay each Lender for Term A Loans made by such Lender and interest thereon shall be evidenced by a Term A Note executed by the Borrower and payable to the order of such Lender. The obligation of the Borrower to repay each Term B Lender for Term B Loans made by such Lender and interest thereon shall be evidenced by a Term B Note in the original principal amount of such Lender’s Term B Commitment as in effect on the date hereof, and initially dated the date hereof.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) outstanding principal of all Revolving Loans shall be due and payable by the Borrowers on the Final Maturity Date or, if earlier, on the date on which they are declared due and payable pursuant to the Administrative Agent for the account terms of each Revolving Lender, the then unpaid this Agreement.
(b) The outstanding principal amount of each Revolving the Term Loan and Revolving Borrowing of such Revolving Lender made on the Revolving Commitment Termination Date, (iiEffective Date pursuant to Section 2.01(a)(ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan shall be repaid in consecutive quarterly installments on the last day of each fiscal quarter beginning on September 30, 2015, each in an amount equal to $1,968,750; provided, however, that the Interest Period applicable last such installment shall be in the amount necessary to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified repay in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on full the unpaid principal amount of the Loans Term Loan made on the Effective Date pursuant to Section 2.01(a)(ii). The outstanding principal amount of the any Incremental Term Loan shall be repayable in accordance with the applicable Incremental Facility Amendment. The outstanding unpaid principal amount of the Term Loan (including the Incremental Term Loans, if any), and all accrued and unpaid interest thereon, shall be due and payable on the earliest of (i) the termination of the Total Revolving Credit Commitment, (ii) the Final Maturity Date and (iii) the date on which the Term Loan is declared due and payable pursuant to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.14terms of this Agreement.
(bc) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower Borrowers 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's ’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (bSection 2.03(c) or (cSection 2.03(d) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that (i) 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 Borrower Borrowers to repay the Loans in accordance with the terms of this AgreementAgreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.03(c) and the accounts maintained pursuant to Section 2.03(d), the accounts maintained pursuant to Section 2.03(d) shall govern and control.
(f) Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the Borrowers shall 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) in a form furnished by the Collateral Agent and reasonably acceptable to the Administrative Borrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 12.07) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay (i) shall repay to the Administrative Agent Agent, for the account benefit of the Lenders, on the Maturity Date, the then-unpaid Loans made to such Borrower.
(b) The Borrowers shall, jointly and severally, repay to the Administrative Agent, for the benefit of the Lenders, on each Extended Revolving LenderLoan Maturity Date, the then unpaid principal outstanding amount of each Extended Revolving Credit Loans.
(c) In the event that any Incremental Revolving Credit Loans are made, such Incremental Revolving Credit Loans shall, subject to Section 2.15(d), be repaid by the Borrowers in the amounts (each, a “New Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (iiRepayment Amount”) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates (each a “New Revolving Loan Repayment Date”) set forth in Section 2.14the applicable Joinder Agreement.
(bd) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to the appropriate lending office of such Lender resulting from each Loan made by such Lenderlending office of such Lender from time to time, including the amounts of principal and interest payable and paid to such lending office of such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(ce) The Administrative Agent shall maintain accounts the Register pursuant to Section 13.7(b), in which it Register shall record be recorded (i) the amount of each Loan made hereunder, the Class and Type thereofrelevant Borrower of such Loan, the Available Currency in which it is denominated Type of each Loan made, the Class of each Loan made 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 Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders relevant Borrower and each Lender's Xxxxxx’s share thereof.
(df) The entries made in the Register pursuant to clause (e) of this Section 2.5 and accounts maintained pursuant to paragraph clause (b) or (cd) of this Section 2.11 shall 2.5 (to the extent not inconsistent with those in clause (e) of this Section 2.5) shall, to the extent permitted by applicable Law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof a Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain such accounts account, such Register or such subaccount, as applicable, or any error therein therein, shall not in any manner affect the obligation of the any Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
Appears in 1 contract
Samples: Revolving Credit Agreement (NXP Semiconductors N.V.)
Repayment of Loans; Evidence of Debt. (ai) The Borrower hereby unconditionally promises to pay (i) repay the outstanding principal amount of the Initial Term Loans to the Administrative Agent for the account of each Revolving LenderTerm Lender (A) commencing June 30, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date2021, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day Business Day of each March, June, September and December prior to the Initial Term Loan Maturity Date (each such date being referred to as a “Loan Installment Date”), in each case in an amount equal to 0.25% of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid original principal amount of the Initial Term Loans made to the Borrower, (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and purchases or assignments in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Initial Term Loans pursuant to Section 2.22(a)), and (B) on the Initial Term Loan Maturity Date, in an amount equal to the remainder of the principal amount of the Initial Term Loans outstanding from on such date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date hereof until payment of such payment.
(ii) The Borrower shall repay the Additional Term Loans of any Class in full thereof at the rates per annum, such scheduled amortization installments and on such date or dates as shall be specified therefor in the dates set forth applicable Incremental Facility Agreement, Extension Amendment or Refinancing Amendment (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.142.11 or purchases or assignments in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Additional Term Loans of such Class pursuant to Section 2.22(a)).
(b) [Reserved].
(c) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, hereunder and the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account accounts of the Lenders and each Lender's ’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (b) or paragraphs (c) and (d) of this Section 2.11 2.10 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any manifest error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement; provided, further, that in the event of any inconsistency between the accounts maintained by the Administrative Agent pursuant to paragraph (d) of this Section 2.10 and any Lender’s records, the accounts of the Administrative Agent shall govern.
(f) Any Lender may request that any Loan made by it be evidenced by a Promissory Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Promissory Note that is payable to such Lender and its registered permitted assigns; it being understood and agreed that such Lender (and/or its applicable permitted assign) shall be required to return such Promissory Note to the Borrower in accordance with Section 9.05(b)(iii) and upon the occurrence of the Termination Date (or as promptly thereafter as practicable). If any Lender loses the original copy of its Promissory Note, it shall execute an affidavit of loss containing an indemnification provision that is reasonably satisfactory to the Borrower. The obligation of each Lender to execute an affidavit of loss containing an indemnification provision that is reasonably satisfactory to the Borrower shall survive the Termination Date.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (ai) The Borrower hereby unconditionally promises to pay (i) repay the outstanding principal amount of the Initial Term Loans to the Administrative Agent for the account of each Revolving LenderTerm Lender (A) commencing June 30, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date2021, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day Business Day of each March, June, September and December prior to the Initial Term Loan Maturity Date (each such date being referred to as a “Loan Installment Date”), in each case in an amount equal to 0.25% of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid original principal amount of the Initial Term Loans made to the Borrower, (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and purchases or assignments in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Initial Term Loans pursuant to Section 2.22(a)), and (B) on the Initial Term Loan Maturity Date, in an amount equal to the remainder of the principal amount of the Initial Term Loans outstanding from on such date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date hereof until payment of such payment.
(ii) The Borrower shall repay the Additional Term Loans of any Class in full thereof at the rates per annum, such scheduled amortization installments and on such date or dates as shall be specified therefor in the dates set forth applicable Incremental Facility Agreement, Extension Amendment or Refinancing Amendment (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.142.11 or purchases or assignments in accordance with Section 9.05(g) or increased as a result of any increase in the amount of such Additional Term Loans of such Class pursuant to Section 2.22(a)).
(b) [Reserved].
(c) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the 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 Lxxxxx from time to time hereunder and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, hereunder and the Class and Type thereof, the Available Currency in which it is denominated thereof and the Interest Period (if any) applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account accounts of the Lenders and each Lender's ’s share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (b) or paragraphs (c) and (d) of this Section 2.11 2.10 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any manifest error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement; provided, further, that in the event of any inconsistency between the accounts maintained by the Administrative Agent pursuant to paragraph (d) of this Section 2.10 and any Lender’s records, the accounts of the Administrative Agent shall govern.
(f) Any Lender may request that any Loan made by it be evidenced by a Promissory Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Promissory Note that is payable to such Lender and its registered permitted assigns; it being understood and agreed that such Lender (and/or its applicable permitted assign) shall be required to return such Promissory Note to the Borrower in accordance with Section 9.05(b)(iii) and upon the occurrence of the Termination Date (or as promptly thereafter as practicable). If any Lender loses the original copy of its Promissory Note, it shall execute an affidavit of loss containing an indemnification provision that is reasonably satisfactory to the Borrower. The obligation of each Lender to execute an affidavit of loss containing an indemnification provision that is reasonably satisfactory to the Borrower shall survive the Termination Date.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Term Loan of such Term Loan Lender in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Loans become due and payable pursuant to Section 8), provided that to the extent not otherwise paid in full, all principal outstanding in respect of the Term Loans shall be paid on the last day of the Interest Period applicable to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan on the Revolving Commitment Termination Maturity Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.6(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1 or G-2, respectively (a "Term Note" or "Revolving Credit Note", respectively), with appropriate insertions as to date and principal amount; provided that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans on the Closing Date.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the relevant Lenders (i) in respect of Revolving LenderCredit Borrowings, on the Revolving Credit Maturity Date (or such earlier date as, and to the extent that, such Revolving Loan becomes due and payable pursuant to Section 2.05 or Article VII), the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of each Swingline Loan made to it by each such Revolving Lender on the Revolving Commitment Termination Date, and (ii) in respect of Term B Borrowings, on the Term B Loan Maturity Date (or such earlier date as, and to the Administrative Agent for the account of each Lender thereofextent that, the then unpaid principal amount of each Competitive such Term B Loan on the last day of the Interest Period applicable becomes due and payable pursuant to such Competitive Loan, (iii) to the Swingline LenderSection 2.05 or Article VII), the unpaid principal amount of each Foreign Currency Swingline Term B Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in held by each such SectionTerm B Lender. The Borrower hereby further agrees to pay interest in immediately available funds at the applicable office of the Administrative Agent (as specified in Section 2.13(a)) on the unpaid principal amount of the Revolving Loans, Swingline Loans and Term B Loans made to the Borrower, them from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.08. All payments required hereunder shall be made in Dollars.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to the appropriate lending office of such Lender resulting from each Loan made by such Lenderlending office of such Lender from time to time, including the amounts of principal and interest payable and paid to such lending office of such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to Section 9.04(d), and a subaccount for each Lender, in which it Register and subaccounts (taken together) shall record be recorded (i) the amount of each Loan made hereundersuch Loan, the Class and Type thereof, the Available Currency in which it is denominated of each such Loan 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 Borrower to each Lender hereunder in respect of each such Loan and (iii) the amount of any sum received by the Administrative Agent hereunder for the account from Borrower in respect of the Lenders each such Loan and each Lender's ’s share thereof.
(d) The entries made in the Register and accounts maintained pursuant to paragraph paragraphs (b) or and (c) of this Section 2.11 shall 2.07 and the Notes maintained pursuant to paragraph (e) of this Section 2.07 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain such accounts account, such Register or such subaccount, as applicable, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Loans of each Class made by each Lender to Borrower shall, if requested by the applicable Lender (which request shall be made to the Administrative Agent), be evidenced by a single Note duly executed on behalf of Borrower, in substantially the form attached hereto as Exhibit G-1 or G-2, as applicable, with the blanks appropriately filled, payable to the order of such Lender.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination Date, Date (or on such earlier date on which the Loans become due and payable pursuant to Section 8) and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Term Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) Term Loan Lender in installments according to the Swingline Lender, amortization schedule set forth in Section 2.3 (or on such earlier date on which the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof initial funding thereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.6(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that it will promptly execute and deliver to each Lender a promissory note of the Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1 or G-2, respectively (a "Term Note" or "Revolving Credit Note", respectively), with appropriate insertions as to date and principal amount; provided that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans on the Closing Date.
Appears in 1 contract
Samples: Credit Agreement (Serologicals Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) The Borrowers hereby unconditionally, and jointly and severally, promise to pay to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (ii) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or on such earlier date on which the Revolving Credit Loans become due and payable pursuant to Article 8), (ii) to the Administrative Agent for the account of provided that each Lender thereof, the then unpaid principal amount of each Revolving Credit Loan that is a Competitive Loan shall be repaid on the last day of the Interest Period applicable to such Competitive Loan, Loan and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender made to such Borrower in installments according to the amortization schedule set forth in Section 2.03 (or on such earlier date on which the Revolving Commitment Termination Date, Term Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Article 8). The Borrower Borrowers hereby further agrees agree to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to such Lender resulting from each Loan of such Lender made by to such LenderBorrower from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts in which it shall will record (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from any Borrower and each Lender's ’s share thereof.
(d) The entries made in the accounts maintained pursuant to paragraph (bSection 2.08(c) or (c) of this Section 2.11 shall above shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof each Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain such accounts accounts, or any error therein therein, shall not in any manner affect the obligation of the any Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) Each Borrower agrees that, upon the request to the Administrative Agent by any Lender, such Borrower will promptly execute and deliver to such Lender a promissory note of such Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1 or, F-2 or F-3, respectively (a “Term Note,” or “Revolving Credit Note” or “Term A-1 Note,” respectively), with appropriate insertions as to date and principal amount.
Appears in 1 contract
Samples: Credit Agreement (Harsco Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers hereby unconditionally promises promise to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, (i) the then unpaid principal amount of each Competitive Revolving Credit Loan of such Lender on the last day Revolving Credit Termination Date, (ii) the principal amount of the Interest Period applicable to Tranche B Term Loan (including the principal amount of any Incremental Term Loan that is a Tranche B Term Loan) of such Competitive Loan, (iii) to the Swingline Lender, in installments, payable on each Tranche B Installment Payment Date, in accordance with subsection 4.6(b) (or the then unpaid principal amount of each Foreign Currency Swingline such Tranche B Term Loan on the Revolving Commitment Termination Datedate that the Tranche B Term Loans become due and payable pursuant to Section 9), and (iviii) the amounts specified in Sections 2.09 and 2.12 then unpaid principal amount of the Swing Line Loans of the Swing Line Lender on the dates specified in each such SectionRevolving Credit Termination Date. The Borrower Borrowers hereby further agrees agree to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, annum and on the dates set forth in Section 2.14subsection 4.8.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to subsection 11.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Revolving Credit Loan, Tranche B Term Loan and any Incremental Term Loan made hereunder, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrowers and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bsubsection 4.16(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrowers therein recorded; provided that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower Borrowers to repay (with applicable interest) the Loans made to the Borrowers by such Lender or to repay any other obligations in accordance with the terms of this Agreement.
(e) The Borrowers agree that, upon the request to the Administrative Agent by any Lender, the Borrowers will execute and deliver to such Lender (i) a promissory note of the Borrowers evidencing the Revolving Credit Loans of such Lender, substantially in the form of Exhibit A hereto with appropriate insertions as to date and principal amount (a “Revolving Credit Note”), (ii) a promissory note of the Borrowers evidencing the Tranche B Term Loan of such Lender, substantially in the form of Exhibit B hereto with appropriate insertions as to date and principal amount (a “Tranche B Term Note”), (iii) a promissory note of the Borrowers evidencing any Incremental Term Loan of such Lender (an “Incremental Term Note”) and/or (iv) in the case of the Swing Line Lender, a promissory note of the Borrowers evidencing the Swing Line Loans of the Swing Line Lender, substantially in the form of Exhibit C hereto with appropriate insertions as to date and principal amount (the “Swing Line Note”).
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each appropriate Revolving Credit Lender and Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or on such earlier date on which the Loans become due and payable pursuant to Section 7), and (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Term Loan on the last day of the Interest Period applicable to such Competitive Loan, (iii) Term Loan Lender in installments according to the Swingline Lender, amortization schedule set forth in Section 2.3 (or on such earlier date on which the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 7). The Each Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrowers, shall maintain accounts the Register pursuant to Section 10.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrowers and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.6(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrowers therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower Borrowers to repay (with applicable interest) the Loans made to the Borrowers by such Lender in accordance with the terms of this Agreement.
(e) Each Borrower agrees that, upon the request of the Administrative Agent on behalf of any Lender, the Borrowers will promptly execute and deliver to such Lender a promissory note of the Borrowers evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1 or F-2, respectively (a “Term Note” or “Revolving Credit Note”, respectively), with appropriate insertions as to date and principal amount; provided, that delivery of Notes shall not be a condition precedent to the making of the Loans on the Closing Date.
Appears in 1 contract
Samples: Credit Agreement (MVC Capital, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers hereby unconditionally promises unconditionally, and jointly and severally, promise to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Termination DateCredit Maturity Date (or on such earlier date on which the Loans become due and payable pursuant to Article 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Initial Term Loan on the last day or Refinancing Term Loan, as applicable, of the Interest Period applicable such Term Loan Lender made to such Competitive Loan, Borrower in installments according to the amortization schedule set forth in Section 2.03 (or on such earlier date on which the Loans become due and payable pursuant to Article 8) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Incremental Term Loan of such Incremental Term Loan Lenders made to such Borrower on the Revolving Commitment Termination Date, Incremental Term Loan Maturity Date (or on such earlier date on which the Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Article 8). The Each Borrower hereby further agrees agree to pay interest on the unpaid principal amount of the Loans made to the Borrower, it from time to time outstanding from the date hereof Closing Date until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.13.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to such Lender resulting from each Loan of such Lender made by to such LenderBorrower from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts in which it shall will record (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders from any Borrower and each Lender's ’s share thereof.
(d) The entries made in the accounts maintained pursuant to paragraph (bSection 2.06(c) or (c) of this Section 2.11 shall above shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof each Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain such accounts accounts, or any error therein therein, shall not in any manner affect the obligation of the any Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) Each Borrower agrees that, upon the request to the Administrative Agent by any Lender, such Borrower will promptly execute and deliver to such Lender a Note of such Borrower evidencing any Term Loans or Revolving Credit Loans, as the case may be, of such Lender, substantially in the forms of Exhibit F-1 or F-2, respectively (a “Term Note” or “Revolving Credit Note”, respectively), with appropriate insertions as to date and principal amount.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises shall repay to pay the Administrative Agent, for the benefit of the Initial Term Loan Lenders, on the Initial Term Loan Maturity Date, the then outstanding Initial Term Loans.
(b) The Borrower shall repay to the Administrative Agent, for the benefit of the Initial Term Loan Lenders, (i) to on the Administrative Agent for the account last Business Day of each Revolving Lenderof March, June, September and December, commencing with the then unpaid fiscal quarter ending on September 30, 2015 (each such date, an “Initial Term Loan Repayment Date”), a principal amount of each Revolving Loan and Revolving Borrowing Term Loans equal to the aggregate outstanding principal amount of such Revolving Lender Initial Term Loans made on the Revolving Commitment Termination Date, Restatement Effective Date multiplied by 0.25% and (ii) to on the Administrative Agent for the account of each Lender thereofInitial Term Loan Maturity Date, the then unpaid principal any remaining outstanding amount of each Competitive Loan on Initial Term Loans (the last day of the Interest Period applicable to such Competitive Loan, repayment amounts in clauses (iiii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (ivii) above, each, an “Initial Term Loan Repayment Amount”).
(c) In the event that any New Term Loans are made, such New Term Loans shall, subject to Section 2.14(d), be repaid by the Borrower in the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower(each, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, a “New Term Loan Repayment Amount”) and on the dates (each a “New Term Loan Repayment Date”) set forth in the applicable Joinder Agreement. In the event that any Extended Term Loans are established, such Extended Term Loans shall, subject to Section 2.142.14(g), be repaid by the Borrower in the amounts (each such amount with respect to any Extended Repayment Date, an “Extended Term Loan Repayment Amount”) and on the dates (each, an “Extended Repayment Date”) set forth in the applicable Extension Amendment.
(bd) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower to the appropriate lending office of such Lender resulting from each Loan made by such Lenderlending office of such Lender from time to time, including the amounts of principal and interest payable and paid to such lending office of such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(ce) The Administrative Agent shall maintain accounts the Register pursuant to Section 13.6(b), and a subaccount for each Lender, in which it Register and subaccounts (taken together) shall record be recorded (i) the amount of each Loan made hereunder, the Class and Type thereofwhether such Loan is an Initial Term Loan or New Term Loan, the Available Currency in which it is denominated Type of each Loan made and the Interest Period Period, if any, applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(df) The entries made in the Register and accounts and subaccounts maintained pursuant to paragraph clauses (bd) or and (ce) of this Section 2.11 shall 2.5 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that, in the event of any inconsistency between the Registrar and any such account or subaccount, the Registrar shall govern; provided, further, that the failure of any Lender or the Administrative Agent to maintain such accounts account, such Register or subaccount, as applicable, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(g) The Borrower hereby agrees that, upon request of any Lender at any time and from time to time after the Borrower has made an initial borrowing hereunder, the Borrower shall provide to such Lender, at the Borrower’s own expense, a promissory note, substantially in the form of Exhibit G, evidencing the Initial Term Loans and New Term Loans owing to such Lender. Thereafter, unless otherwise agreed to by the applicable Lender, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 13.6) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if requested by such payee, to such payee and its registered assigns).
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises outstanding principal of all Revolving Loans shall be due and payable on the Final Maturity Date.
(b) The Term Loan shall be repayable in consecutive quarterly installments, each of which shall be in an amount equal to pay (i) during the period from and after the Effective Date up to and including the Administrative Agent for date that is the account first anniversary of each Revolving Lenderthe Effective Date, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date$400,000 per quarter, (ii) to during the Administrative Agent for period from and after the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan on the last day first anniversary of the Interest Period applicable Effective Date up to such Competitive Loanand including the date that is the second anniversary of the Effective Date, $600,000 per quarter and (iii) thereafter, $800,000 per quarter, each such installment to be due and payable, in arrears, on the first day of each quarter and applied ratably to the Swingline LenderTerm Loans, the unpaid principal amount of each Foreign Currency Swingline Loan commencing on March 31, 2018, and ending on the Revolving Commitment Termination Final Maturity Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the remaining outstanding unpaid principal amount of the Loans made to Term Loan and all accrued and unpaid interest thereon, shall be due and payable on the Borrowerearliest of (i) the termination of the Total Revolving Credit Commitment, from time to time outstanding from (ii) the date of the acceleration of the Term Loan in accordance with the terms hereof until payment in full thereof at and (iii) the rates per annum, and on the dates set forth in Section 2.14Final Maturity Date.
(bc) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower Borrowers 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 and the Available Currency in which such indebtedness is duehereunder.
(cd) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's share thereof.
(de) The entries made in the accounts maintained pursuant to paragraph (bSection 2.03(c) or (cSection 2.03(d) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that (i) 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 Borrower Borrowers to repay the Loans in accordance with the terms of this AgreementAgreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.03(c) and the accounts maintained pursuant to Section 2.03(d), the accounts maintained pursuant to Section 2.03(d) shall govern and control.
(f) Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the Borrowers 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 a form furnished by the Collateral Agent and reasonably acceptable to the Borrowing Agent. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 12.07) be represented by one or more promissory notes in such form payable to the payee named therein and its registered assigns.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Termination Date (or such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15. Payments received by the Administrative Agent after 2:00 P.M. Chicago time shall be deemed received on the next succeeding Business Day.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.6(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1, G-2 or G-3, respectively, with appropriate insertions as to date and principal amount.
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the 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 Administrative Agent. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.05) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).
(b) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date.
(c) The Borrower shall repay principal of outstanding Term B Loans on the last Business Day of each March, June, September and December of each year (iicommencing on the applicable day of the first full fiscal quarter of the Borrower after the Closing Date) and on the Term B Maturity Date, in an aggregate principal amount of such Term B Loans equal to (A) in the case of quarterly payments due prior to the Administrative Agent for Term B Maturity Date, an amount equal to 1.25% of the account aggregate principal amount of each Lender thereofsuch Term B Loans incurred on the Closing Date, and (B) in the case of such payment due on the Term B Maturity Date, an amount equal to the then unpaid principal amount of such Term B Loans outstanding.
(d) The Borrower shall repay each Competitive Swing Line Loan on the last day earlier to occur of (i) the Interest Period applicable to date ten Business Days after such Competitive Loan, Loan is made and (iiiii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.14.
(be) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the 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 and the Available Currency in which such indebtedness is duehereunder.
(cf) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the relevant Lenders and each relevant Lender's ’s share thereof.
(dg) The entries made in the accounts maintained pursuant to paragraph (be) or (cf) of this Section 2.11 shall be prima facie evidence conclusive absent manifest error 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 Borrower to repay the Loans in accordance with the terms of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Donnelley Financial Solutions, Inc.)
Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the relevant Lenders (i) on the Revolving LenderCredit Maturity Date (or such earlier date as the Loans become due and payable pursuant to Section 2.04, Section 2.05, Section 2.13, Section 2.15 or Article VII), the then unpaid principal amount of each Revolving Loan and Revolving Borrowing each Swingline Loan made to it by each such Lender, in the applicable currency of such Revolving Lender on the Revolving Commitment Termination Date, Loan and (ii) to on the Administrative Agent for the account of each Lender Competitive Loan Maturity Date in respect thereof, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable made to it by each such Competitive Loan, (iii) to the Swingline Lender, in the unpaid principal amount applicable currency of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such SectionLoan. The Each Borrower hereby further agrees to pay interest in immediately available funds (in the applicable currency of each Loan) at the applicable office of the Administrative Agent (as specified in Section 2.14(a)) on the unpaid principal amount of the Revolving Loans, Swingline Loans and Competitive Loans made to the Borrower, it from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.09.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the each Borrower to the appropriate lending office of such Lender resulting from each Revolving Loan, Swingline Loan and Competitive Loan made by such Lenderlending office of such Lender from time to time, including the applicable currency and amounts of principal and interest payable and paid to such lending office of such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to Section 10.04, and a subaccount for each Lender, in which it Register and subaccounts (taken together) shall record be recorded (i) the amount currency of each Revolving Loan, Swingline Loan and Competitive Loan made hereunder, the Class and Type thereofamount of each such Loan, the Available Currency in which it is denominated Type of each such Loan 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 each Borrower to each Lender hereunder in respect of each such Loan and (iii) the amount of any sum received by the Administrative Agent hereunder for the account from each Borrower in respect of the Lenders each such Loan and each Lender's share thereof.
(d) The entries made in the Register and accounts maintained pursuant to paragraph paragraphs (b) or and (c) of this Section 2.11 shall 2.08 and the Notes maintained pursuant to paragraph (e) of this Section 2.08 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof each Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain such accounts account, such Register or such subaccount, as applicable, or any error therein therein, shall not in any manner affect the obligation of the any Borrower to repay (with applicable interest) the Loans made to such Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Loans made by each Lender to each Borrower shall, if requested by the applicable Lender (which request shall be made to the Administrative Agent), be evidenced by a single Note duly executed on behalf of such Borrower, in substantially the form attached hereto as Exhibit L, with the blanks appropriately filled, payable to the order of such Lender.
Appears in 1 contract
Samples: Revolving Credit and Competitive Advance Facility Agreement (Crown Cork & Seal Co Inc)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, (i) the then unpaid principal amount of each Competitive Revolving Credit Loan of such Lender on the Revolving Credit Termination Date, (ii) the principal amount of the Tranche A Term Loan of such Lender, in eight consecutive installments, payable on each Tranche A Installment Payment Date, in accordance with subsection 4.4(c) (or the then unpaid principal amount of such Tranche A Term Loan on the last day of date that the Interest Period applicable Tranche A Term Loans become due and payable pursuant to such Competitive LoanSection 9), (iii) to the Swingline principal amount of the Tranche C Term Loan of such Lender, in fifteen consecutive installments, payable on each Tranche C Installment Payment Date, in accordance with subsection 4.4(d) (or the then unpaid principal amount of each Foreign Currency Swingline such Tranche C Term Loan on the Revolving Commitment Termination Datedate that the Tranche C Term Loans become due and payable pursuant to Section 9), and (iv) the amounts specified in Sections 2.09 and 2.12 then unpaid principal amount of the Swing Line Loans of the Swing Line Lender on the dates specified in each such SectionRevolving Credit Termination Date. The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, annum and on the dates set forth in Section 2.14subsection 4.5.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to subsection 11.6(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Revolving Credit Loan, Tranche A Term Loan and Tranche C Term Loan made hereunder, the Class Type thereof and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the Borrower, (iii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iiiiv) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bsubsection 4.13(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender or to repay any other obligations in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, the Borrower will execute and deliver to such Lender (i) a promissory note of the Borrower evidencing the Revolving Credit Loans of such Lender, substantially in the form of Exhibit A with appropriate insertions as to date and principal amount (a "Revolving Credit Note"), (ii) a promissory note of the Borrower evidencing the Tranche A Term Loan of such Lender, substantially in the form of Exhibit B-1 with appropriate insertions as to date and principal amount (a "Tranche A Term Note"), (iii) a promissory note of the Borrower evidencing the Tranche C Term Loan of such Lender, substantially in the form of Exhibit B-2 with appropriate insertions as to date and principal amount (a "Tranche C Term Note"), and/or (iv) in the case of the Swing Line Lender, a promissory note of the Borrower evidencing the Swing Line Loans of the Swing Line Lender, substantially in the form of Exhibit C with appropriate insertions as to date and principal amount (the "Swing Line Note").
Appears in 1 contract
Samples: Credit Agreement (Jostens Inc)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) outstanding principal of all Revolving Loans shall be due and payable by the Borrowers on the Final Maturity Date or, if earlier, on the date on which they are declared due and payable pursuant to the Administrative Agent for the account terms of each Revolving Lender, the then unpaid this Agreement.
(a) The outstanding principal amount of each Revolving the Term Loan and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Loan shall be repaid in consecutive quarterly installments on the last day of each fiscal quarter beginning on December 31, 2018, each in an amount equal to $2,050,000; provided, however, that the Interest Period applicable last such installment shall be in the amount necessary to such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified repay in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest on full the unpaid principal amount of the Loans made Term Loan. The outstanding principal amount of the any Incremental Term Loan shall be repayable in accordance with the applicable Incremental Facility Amendment. The outstanding unpaid principal amount of the Term Loan (including the Incremental Term Loans, if any), and all accrued and unpaid interest thereon, shall be due and payable on the earliest of (i) the termination of the Total Revolving Credit Commitment, (ii) the Final Maturity Date and (iii) the date on which the Term Loan is declared due and payable pursuant to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates set forth in Section 2.14terms of this Agreement.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness Indebtedness of the Borrower Borrowers 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 and the Available Currency in which such indebtedness is duehereunder.
(c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof, the Available Currency in which it is denominated 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 Borrower Borrowers to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender's share thereof.
(d) The entries made in the accounts maintained pursuant to paragraph (bSection 2.03(c) or (cSection 2.03(d) of this Section 2.11 shall be prima facie evidence of the existence and amounts of the obligations recorded thereintherein (absent manifest error); provided that (i) 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 Borrower Borrowers to repay the Loans in accordance with the terms of this AgreementAgreement and (ii) in the event of any conflict between the entries made in the accounts maintained pursuant to Section 2.03(c) and the accounts maintained pursuant to Section 2.03(d), the accounts maintained pursuant to Section 2.03(d) shall govern and control.
(e) Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the Borrowers shall 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) in a form furnished by the Collateral Agent and reasonably acceptable to the Administrative Borrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 12.07) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).
Appears in 1 contract
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to each Lender (i) on the Termination Date (or such earlier date as the Loans become due and payable pursuant to the Administrative Agent for the account of each Revolving LenderSection 8 or subsection 2.7), the then unpaid principal amount of each Revolving Loan made by such Lender and Revolving Borrowing of such Revolving Lender on the Revolving Commitment Termination Date, (ii) to on the Administrative Agent for last day of the account of each Lender thereofapplicable Interest Period, the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to made by such Competitive Loan, (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Loan on the Revolving Commitment Termination Date, and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Section. The Borrower hereby further agrees to pay interest in immediately available funds at the office of the Administrative Agent on the unpaid principal amount of the such Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.14subsection 2.11. Except as otherwise specified in this Agreement, amounts owing hereunder on account of principal and interest on Loans shall be paid in the currency in which such Loan was borrowed and amounts owing hereunder on account of fees shall be paid in Dollars.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to the appropriate lending office of such Lender resulting from each Loan made by such Lenderlending office of such Lender from time to time, including the amounts of principal and interest payable and paid to such lending office of such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent shall maintain accounts the Register pursuant to subsection 10.6(d), and a subaccount for each Lender, in which it Register and subaccounts (taken together) shall record be recorded (i) the amount of each Loan made hereunder, the Class and Type thereoffor U.S. Revolving Credit Loans, the Available Currency in which it is denominated Type of each Loan made 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 Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and accounts maintained pursuant to paragraph paragraphs (b) or and (c) of this Section 2.11 shall subsection 2.10 shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain such accounts account, such Register or such subaccount, as applicable, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) If, on any date on which the U.S. Lenders are obligated to make the Loans referred to in subsection 2.4(b)(ii) or purchase participating interests pursuant to subsection 2.4(b)(iii), the aggregate amount of such Loans or participating interests, as the case may be, is less than the amount of the related Swing Line Loans which are being refunded or in which participating interests are being purchased, as the case may be, because changes in currency exchange rates shall cause one or more of the U.S. Lenders to not have an Available U.S. Commitment, the Borrower shall on any such date repay such related Swing Line Loans by the amount of such difference.
Appears in 1 contract
Samples: Competitive Advance and Revolving Credit Facility (Delphi Automotive Systems Corp)
Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Credit Lender on the Revolving Commitment Credit Termination DateDate (or on such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Termination Date (or on such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.15.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrower, shall maintain accounts the Register pursuant to Section 10.7(d), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders Borrower and each Lender's ’s share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.8(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower by such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon its receipt of notice of the request to the Administrative Agent by any Lender, the Borrower will promptly execute and deliver to such Lender a promissory note of the Borrower evidencing any Term Loans, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit X-0, X-0 or D-3, respectively (a “Term Note”, “Revolving Credit Note” or “Swing Line Note”, respectively), with appropriate insertions as to date and then outstanding principal amount; provided, that delivery of Notes shall not be a condition precedent to the occurrence of the Closing Date or the making of the Loans or issuance of Letters of Credit on the Closing Date.
Appears in 1 contract
Samples: Credit Agreement (Northwestern Corp)
Repayment of Loans; Evidence of Debt. (a) The Each Borrower (or, in the case of clauses (ii) and (iii) below, the Borrower) hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each the appropriate Revolving Credit Lender or Term Loan Lender, as the case may be, (i) the then unpaid principal amount of each Revolving Credit Loan and Revolving Borrowing of such Revolving Lender Credit Lender, on the Revolving Commitment Credit Termination DateDate (or on such earlier date on which the Loans become due and payable pursuant to Section 8), (ii) to the Administrative Agent for the account of each Lender thereof, the then unpaid principal amount of each Competitive Swing Line Loan of such Swing Line Lender on the last day of Revolving Credit Termination Date (or on such earlier date on which the Interest Period applicable Loans become due and payable pursuant to such Competitive Loan, Section 8) and (iii) to the Swingline Lender, the unpaid principal amount of each Foreign Currency Swingline Term Loan of such Term Loan Lender made to such Borrower, in installments according to the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Revolving Commitment Termination Date, Loans become due and (iv) the amounts specified in Sections 2.09 and 2.12 on the dates specified in each such Sectionpayable pursuant to Section 8). The Each Borrower hereby further agrees to pay interest on the unpaid principal amount of the Loans made to the Borrower, it from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the dates dates, set forth in Section 2.142.17. Except as otherwise provided herein, the principal amount of each Loan (and any interest thereon) shall be repayable in the currency in which such Loan was made.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower Borrowers to such Lender resulting from each Loan made by of such LenderLender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder and the Available Currency in which such indebtedness is dueunder this Agreement.
(c) The Administrative Agent Agent, on behalf of the Borrowers, shall maintain accounts the Register pursuant to Section 10.6(e), and a subaccount therein for each Lender, in which it shall record be recorded (i) the amount and currency of each Loan made hereunderhereunder and any Note evidencing such Loan, the Class Type of such Loan and Type thereof, the Available Currency in which it is denominated and the each Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the relevant Borrower to each Lender hereunder and (iii) both the amount of any sum received by the Administrative Agent hereunder for from the account of the Lenders relevant Borrower and each Lender's share thereof.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph (bSection 2.10(b) or (c) of this Section 2.11 shall shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrowers therein recorded; provided provided, however, that the failure of any Lender or the Administrative Agent to maintain the Register or any such accounts account, or any error therein therein, shall not in any manner affect the obligation of the Borrower Borrowers to repay (with applicable interest) the Loans made to the Borrowers by such Lender in accordance with the terms of this Agreement.
(e) The Borrowers agree that, upon the request to the Administrative Agent by any Lender, the relevant Borrower will execute and deliver to such Lender a promissory note of such Borrower evidencing any Term Loans, Revolving Credit Loans or Swing Line Loans, as the case may be, of such Lender, substantially in the forms of Exhibit G-1, G-2 or G-3, respectively, with appropriate insertions as to date and principal amount.
Appears in 1 contract