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

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09. (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. (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 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: Credit Agreement (Windstream Corp), Credit Agreement (Windstream Corp)

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Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers hereby jointly and severally unconditionally promises promise to pay to the Administrative Agent (i) for the account of each Revolving Dollar Tranche Lender the then unpaid principal amount of such Lender’s Revolving Loans each Dollar Tranche Loan on the Revolving Maturity Date applicable Date. (b) The Borrowers hereby jointly and severally unconditionally promise to such Revolving Loans and (ii) pay to the Administrative Agent for the account of each Term Multicurrency Tranche Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09each Multicurrency Tranche Loan on the Maturity Date. (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. (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 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 (b) or (c) of this Section shall be, absent manifest error, 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. (ef) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the Borrower Borrowers 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to . (g) If at any time (i) the Second ARCA Effective Date may be exchanged, upon the request aggregate Dollar Tranche Revolving Credit Exposure of the relevant Lender made through Dollar Tranche Lenders exceeds the aggregate Dollar Tranche Commitments of the Dollar Tranche Lenders, the Borrowers shall immediately prepay the Dollar Tranche Loans in the amount of such excess and (ii) the aggregate Multicurrency Tranche Revolving Credit Exposure of the Multicurrency Tranche Lenders exceeds the aggregate Multicurrency Tranche Commitments of the Lenders (other than as a result of currency fluctuations), the Borrowers shall immediately prepay the Multicurrency Tranche Loans in the amount of such excess. To the extent that, after the prepayment of all Multicurrency Tranche Loans an excess of the Multicurrency Credit Exposure over the aggregate Multicurrency Tranche Commitments still exists, the Borrowers shall promptly cash collateralize the Letters of Credit in the manner described in Section 2.06(j) in an amount sufficient to eliminate such excess. (h) The Administrative Agent will determine the Dollar Equivalent of the aggregate LC Exposure and the surrender Dollar Equivalent of each Multicurrency Tranche Loan on each Exchange Rate Date. If at any time the sum of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request amounts exceeds 105% of the relevant Lender made through aggregate Multicurrency Tranche Commitments of the Administrative Agent and Lenders, the surrender Borrowers shall immediately prepay the Multicurrency Tranche Loans in an amount sufficient to reduce the sum of such promissory note amounts to no greater than the Borrower through amount of the Administrative Agentaggregate Multicurrency Tranche Commitments of the Lenders. To the extent that, for promissory notes evidencing after the prepayment of all Multicurrency Tranche A-2 Term Loans into which an excess of the sum of such Lender’s amounts over the aggregate Multicurrency Tranche A Term Loans were converted on Commitments still exists, the Borrowers shall promptly cash collateralize the Letters of Credit in the manner described in Section 2.06(j) in an amount sufficient to eliminate such Subsequent Tranche A Conversion Dateexcess.

Appears in 2 contracts

Samples: Credit Agreement (Argo Group International Holdings, Ltd.), Credit Agreement (Argo Group International Holdings, Ltd.)

Repayment of Loans; Evidence of Debt. (ai) The Each Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan made to such Lender’s Revolving Loans Borrower on the Revolving Maturity Date applicable to in the currency of such Revolving Loans Loan, together with all outstanding interest thereon and (ii) for the account of each Term Company hereby unconditionally promises to pay to the Swingline Lender the then unpaid principal amount of such each Swingline Loan, together with all outstanding interest thereon, on demand by the Swingline Lender’s Term Loans as provided in Section 2.09. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Class, Agreed Currency and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from 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 and each Lender’s share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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 any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it to any Borrower be evidenced by a promissory note; provided that if any Lender so requests a promissory note, the Borrowers will issue a promissory note to each Lender. In such event, the relevant Borrower shall prepare, execute and deliver to such each 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 any such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: Credit Agreement (Worthington Industries Inc), Credit Agreement (Worthington Industries Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower Each of the Borrowers hereby unconditionally promises to pay to the Administrative Agent agrees that (i) for the account outstanding principal balance of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans Standby Loan shall be payable on the Revolving Maturity Date applicable to such Revolving Loans and Date, (ii) for the account outstanding principal balance of each Term Lender Competitive Loan shall be payable on the then unpaid last day of the Interest Period applicable thereto and (iii) the outstanding principal amount balance of such Lender’s Term Loans as provided in Section 2.09each Swingline Loan shall be payable on the tenth Business Day following the making thereof. (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 hereunderunder this Agreement. (c) The Administrative Agent shall maintain accounts in which it shall will record (i) the amount of each Loan made hereunder, the Class and Borrower of each Loan, the Type thereof of each 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 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 accounts maintained pursuant to paragraph (b) or and (c) of this Section 2.08 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded thereintherein recorded; provided provided, however, 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 Loans in accordance with the terms of this Agreementtheir terms. (e) Any Lender may request that Loans of any Class 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 assignsassigns (in each such case, a "Registered Note")) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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 noteRegistered Note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: 364 Day Revolving Credit and Competitive Advance Facility Agreement (Readers Digest Association Inc), Five Year Revolving Credit and Competitive Advance Facility Agreement (Readers Digest Association Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving DIP Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Termination Date. (b) Each DIP Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such DIP Lender resulting from each Loan made by such DIP Lender, including the amounts of principal and interest payable and paid to such DIP Lender from time to time hereunder. (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 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 DIP Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the DIP Lenders and each DIP Lender’s 's share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, prima facie be PRIMA FACIE evidence of the existence and amounts of the obligations recorded therein; provided PROVIDED that the failure of any DIP 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 DIP Lender may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the Borrower shall prepare, execute and deliver to such DIP Lender a promissory note payable to the order of such DIP Lender (or, if requested by such DIP Lender, to such DIP Lender and its registered assigns) and in a the form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. attached hereto as Exhibit B. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.03) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: Revolving Credit and Guaranty Agreement (Laroche Industries Inc), Revolving Credit and Guaranty Agreement (Us Office Products Co)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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 to each Lender hereunder 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 substantially in a the form approved by the Administrative Agent; provided that, in order for any such of promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Enterprise Products Partners L P), Term Loan Credit Agreement (Enterprise Products Partners L P)

Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers hereby unconditionally promises promise to pay to the Administrative Agent (i) for the account of each Revolving Lender the then then-unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for Date. The Borrowers will repay the account of each Term Lender the then unpaid principal amount of each Loan and the accrued interest thereon in the currency in which such Lender’s Term Loans as provided in Section 2.09Loan is denominated. (ba) Each Lender shall maintain maintain, in accordance with its usual practice 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. (cb) The Administrative Agent shall maintain accounts a Register pursuant to Section 9.4(c) and an account for each Lender in which it shall record (i) the amount of each Loan made hereunderhereunder and any promissory note evidencing such Loan, the Class and Type 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 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. (dc) The entries made in the Register and the accounts maintained pursuant to paragraph clause (bc) or (cd) of this Section shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations 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 Obligations in accordance with the terms of this Agreement. (ed) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note. note (each, a “Note”) in the form of Exhibit A. In such event, the Borrower Borrowers shall prepare, execute and deliver to such Lender a promissory note 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date). Thereafter, the Loans evidenced by such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 9.049.4) be represented by one or more promissory notes in such form Notes 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Datetherein.

Appears in 2 contracts

Samples: Credit Agreement (Hecla Mining Co/De/), Credit Agreement (Hecla Mining Co/De/)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan made to such Lender’s Revolving Loans Borrower on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for in the account of each Term Lender the then unpaid principal amount Agreed Currency of such Lender’s Term Loan. Notwithstanding anything in this Agreement to the contrary, no Foreign Subsidiary Borrower shall be liable hereunder for any of the Loans as provided in Section 2.09made to, or any other obligation incurred solely by or on behalf of, any Domestic Borrower. (b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the applicable Borrower to such Lender resulting from each Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Agreed Currency and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from 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 and each Lender’s share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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 any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the each 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Crane Co /De/), Credit Agreement (Crane Co /De/)

Repayment of Loans; Evidence of Debt. (ai) The Tranche A Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Tranche A Lender the then unpaid principal amount of each Tranche A Loan of such Lender’s Revolving Loans Tranche A Lender on the Revolving Tranche A Maturity Date applicable to such Revolving Loans and (ii) the Tranche B Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Term Tranche B Lender the then unpaid principal amount of each Tranche B Loan of such Lender’s Term Loans as provided in Section 2.09Tranche B Lender on the Tranche B Maturity Date. (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. (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 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 each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Tranche A Lenders or the Tranche B Lenders, as the case may be, and each Tranche A Lender’s or Tranche B Lender’s share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section 2.10 shall be, absent manifest error, 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 Tranche A Borrower to repay the Tranche A Loans or the Tranche B Borrower to repay Tranche B Loans, in each case, in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory notenote (each such promissory note being called a “Note” and all such promissory notes being collectively called the “Notes”). In such event, the applicable Borrower shall prepare, execute and deliver to such Lender a promissory note Note payable to such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a substantially the form approved by of Exhibit D-1 (in the Administrative Agent; provided that, case of Tranche A Loans) or Exhibit D-2 (in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Datecase of Tranche B Loans) attached hereto. Thereafter, the Loans evidenced by any such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 9.049.4) be represented by one or more promissory notes substantially in such form payable to the payee named therein (or, if such promissory note is a registered note, or to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: 364 Day Bridge Credit Agreement (CF Industries Holdings, Inc.), 364 Day Bridge Credit Agreement (CF Industries Holdings, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay pay: (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Credit Maturity Date applicable to such Revolving Loans and Date, (ii) for to the account of each Term Swingline Lender the then unpaid principal amount of each Swingline Loan on the earlier of the Revolving Credit Maturity Date or such other dates required by the Swingline Lender’s Term Loans as provided in Section 2.09., and (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. (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 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. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: Credit Agreement (Marcus Corp), Credit Agreement (Marcus Corp)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Facility Lender the then unpaid principal amount of such Lender’s each Revolving Loans Facility Loan to the Borrower on the Revolving Facility Maturity Date applicable to such Revolving Loans and (ii) for to the account of each Term Swingline Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09each Swingline Loan on the Revolving Facility Maturity Date. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Facility and Type 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 any 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 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided 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 that Loans of any Class made by it be evidenced by a promissory notenote (a “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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior Agent and reasonably acceptable to the Effective DateBorrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: Credit Agreement (Verso Paper Corp.), Credit Agreement (Verso Paper Corp.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan made by such Lender’s Revolving Loans Lender to the Borrower on the Revolving Maturity Date applicable to such Revolving Loans and (ii) to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of each Term Loan made by such Lender’s Term Loans Lender to the Borrower as provided in Section 2.09. (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. (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 and and, if applicable, 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 paragraphs (b) or (c) of this Section shall be, absent manifest error, 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 or pay any other amounts due hereunder in accordance with the terms of this Agreement. (e) Any Lender may request that the Term Loans of any Class or Revolving Loans made by it be evidenced by a promissory note. In such event, the applicable Borrower shall prepare, execute and deliver to such Lender such 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 substantially the form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. attached hereto as Exhibit C. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: Bridge Credit Agreement (CDK Global Holdings, LLC), Bridge Credit Agreement (CDK Global Holdings, LLC)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the ratable account of each Revolving Lender the then unpaid principal amount of each Loan (and all accrued and unpaid interest thereon) made to such Lender’s Revolving Loans Borrower on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09. (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. (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 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 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 shall be, absent manifest error, 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 each Borrower to repay the Loans made to such Borrower in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the each Borrower shall prepare, 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) and substantially in a the form approved by the Administrative Agent; provided that, in order for any such promissory of note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 9.049.05) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: Credit Agreement (Williams Companies, Inc.), Credit Agreement (Williams Companies Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Facility Lender under each Revolving Facility the then unpaid principal amount of each Revolving Facility Loan under such Revolving Facility on the Revolving Facility Maturity Date with respect to such Revolving Facility and (ii) to the Administrative Agent for the account of each Lender the then unpaid principal amount of such Lender’s Revolving Loans on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount Loan of such Lender’s Term Loans Lender as provided in Section 2.092.10. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount and currency of each Loan made hereunder, the Class Facility and Type 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 any 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 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided 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 that Loans of any Class made by it be evidenced by a promissory notenote (a “Note”); provided that such Lender complies with any filing or application requirements under the Gaming Laws and, prior to the execution and delivery of such Note, such Lender shall have obtained all necessary approvals or waivers from any applicable Gaming Authority. 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior Agent and reasonably acceptable to the Effective DateBorrower. 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 9.04) 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 promissory note is a registered notepayee, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: Credit Agreement (CAESARS ENTERTAINMENT Corp), Credit Agreement (Caesars Acquisition Co)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable or, if the Loans have been converted to such Revolving Term Loans and (ii) for the account of pursuant to Section 2.01(c), each Term Lender Loan on the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Loan Maturity Date. (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. (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 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and substantially in a the form approved by the Administrative Agent; provided thatof (i) with respect to Loans, in order for any such promissory the form of note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. attached hereto as Exhibit F. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: 364 Day Revolving Credit Agreement (Enterprise Products Partners L.P.), 364 Day Revolving Credit Agreement (Enterprise Products Partners L.P.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note, in substantially the form attached as Exhibit 2.8 hereto. 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.10.1) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

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

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby jointly and severally unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Facility Lender the then unpaid principal amount of such Lender’s each Revolving Loans Facility Loan on the Revolving Facility Maturity Date applicable to such Revolving Facility Loans and (ii) to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of each Term Loan of such Lender’s Term Loans Lender as provided in Section 2.092.11. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Facility Class, Type and Type thereof 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 Borrowers to each Lender hereunder and (iii) the any 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 shall be, be prima facie evidence (absent manifest error, 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 of any Class made by it be evidenced by a promissory notenote (a “Note”). In such event, the Borrower Borrowers shall prepare, 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) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior Agent and reasonably acceptable to the Effective DateDutch Borrower. 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 9.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: First Lien Credit Agreement (Amaya Inc.), First Lien Credit Agreement (Amaya Inc.)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan made by such Lender’s Revolving Loans Lender to such Borrower on the Revolving Maturity Date applicable to such Revolving Loans and (ii) to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of each Term Loan made by such Lender’s Term Loans Lender to such Borrower as provided in Section 2.09. (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. (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 and and, if applicable, 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 paragraphs (b) or (c) of this Section shall be, absent manifest error, 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 or pay any other amounts due hereunder in accordance with the terms of this Agreement. (e) Any Lender may request that the Term Loans of any Class or Revolving Loans made by it be evidenced by a promissory note. In such event, the applicable Borrower shall prepare, execute and deliver to such Lender such 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 substantially the form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. attached hereto as Exhibit C. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 2 contracts

Samples: Credit Agreement (CDK Global Holdings, LLC), Credit Agreement (CDK Global Holdings, LLC)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Facility Lender the then unpaid principal amount of such Lender’s each Revolving Loans Facility Loan on the Revolving Facility Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Facility Loans. (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 LenderXxxxxx, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Facility and Type 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 any 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 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided 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 that Loans of any Class made by it be evidenced by a promissory note. note (a “Note”) in the applicable form set out in Exhibit L. In such event, the Borrower shall prepare, 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) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior Agent and reasonably acceptable to the Effective DateBorrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Norwegian Cruise Line Holdings Ltd.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Australian Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (c) The Australian Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof 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 to each Lender hereunder and (iii) the amount of any sum received by the Australian 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 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or the Australian 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 that Loans of any Class made by it be evidenced by a one or more promissory notenotes. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) assigns and in a form approved by the Australian Administrative Agent and the Global Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date). Thereafter, the Loans evidenced by such promissory note notes and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.4) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if any such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Apache Corp)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Commitment Termination Date applicable (unless converted to such Revolving Term Loans pursuant to Section 2.02) and (ii) to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of such Lender’s each Term Loans as provided in Section 2.09Loan on the Final Maturity Date. (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. (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 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. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section 2.10 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 substantially in a the form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. attached hereto as Exhibit D. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: 364 Day Credit Agreement (Pioneer Natural Resources Co)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable Date. (b) The Borrower hereby unconditionally promises to such Revolving Loans and (ii) pay to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of such Lender’s each Term Loans as provided in Section 2.09Loan on the Term Maturity Date. (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. (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 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 LenderXxxxxx’s share thereof. (de) The entries made in the accounts maintained pursuant to paragraph (bc) or (cd) of this Section shall be, absent manifest error, 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. (ef) Any Lender may request that Loans of any Class made by it be evidenced by a promissory notenote in the form of Exhibit C-1 or Exhibit C-2, as applicable, hereto. In such event, the Borrower shall prepare, 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) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 and thereof, the Interest Period applicable theretothereto and whether such loan is a Revolver A Loan or a Revolver B Loan, (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 and each Lender’s share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory notenotes. In such event, the Borrower shall prepare, execute and deliver to such Lender a two promissory note notes, one in the amount of such Lender’s Revolver A Commitment and one in the amount of such Lender’s Revolver B Commitment, 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note notes and interest thereon shall at all times (including after assignment pursuant to Section 9.04) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, if such promissory note is a notes are registered notenotes, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Hiland Partners, LP)

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). SUPERPRIORITY SECURED DEBTOR-IN-POSSESSION CREDIT AGREEMENT LSC COMMUNICATIONS, INC. Table of Contents (b) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (bc) [Reserved]. (d) [Reserved]. (e) 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. (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 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 share thereof. (dg) The entries made in the accounts maintained pursuant to paragraph (be) or (cf) of this Section shall be, be conclusive absent manifest error, prima facie evidence 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. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Superpriority Secured Debtor in Possession Credit Agreement (LSC Communications, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers hereby jointly and severally unconditionally promises promise to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Termination Date. (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. (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 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 shall be, absent manifest error, 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 of any Class made by it be evidenced by a promissory note. In such event, the Borrower Borrowers 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 furnished by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior Agent and reasonably acceptable to the Effective DateBorrowers. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.049.3) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Revolving Credit Agreement (Icg Holdings Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay Each Initial Loan then outstanding will mature on the Initial Maturity Date and, to the Administrative Agent (i) for extent then unpaid, will automatically be converted into, at the account option of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving , either Extended Loans on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09or Exchange Notes. (b) The Extended Loans will mature on the Final Maturity Date. Each Extended Loan shall bear interest as described in Section 2.09 from the Extension Date until such Loan shall be paid in full or exchanged for an Exchange Note. (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. (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 and the Interest Period applicable thereto, (ii) the amount and currency of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the any amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s Lenders share thereof. (de) The entries made in the accounts maintained pursuant to paragraph (bSections 2.06(c) or (cand 2.06(d) of this Section shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded thereintherein absent manifest error in the reasonable judgment of the Administrative Agent; 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. (ef) Any Lender may request that Loans of To the extent requested by any Class made by it be evidenced by a promissory note. In such eventLender, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable an Initial Note dated the Closing Date, substantially in the form of Exhibit C-1 hereto to evidence the portion of the Initial Loan made by such Lender to Borrower and with appropriate insertions (the Initial Notes). Unless converted to an Exchange Note and to the extent requested by any Lender, Borrower shall execute and deliver to such Lender (oran Extended Note dated the Initial Maturity Date substantially in the form of Exhibit C-2 hereto to evidence the Extended Loan made on such date, if requested in the principal amount of the Initial Notes of Borrower held by such LenderLender on such date and with other appropriate insertions (collectively, the Extended Notes). (g) Each Lender will have the option at any time or from time to time after the Initial Maturity Date to receive Exchange Notes in exchange for the Extended Loans of such Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment then outstanding pursuant to Section 9.042.01(b) of this Agreement; provided that no Exchange Notes shall be represented by one issued until Borrower has received requests to issue at least $100.0 million (or more promissory notes the Euro Equivalent) in aggregate principal amount of Exchange Notes. The principal amount of the Exchange Notes will equal 100% of the aggregate principal amount of the Extended Loans for which they are exchanged. If a Default shall have occurred and be continuing on the date of such form payable exchange, any notices given or cure periods commenced while the Initial Loans or Extended Loans were outstanding shall be deemed given or commenced (as of the actual dates thereof) for all purposes with respect to the payee named therein Exchange Notes (or, with the same effect as if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request Exchange Notes had been outstanding as of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Dateactual dates thereof).

Appears in 1 contract

Samples: Bridge Loan Agreement (Lyondell Chemical Co)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving the appropriate DIP Lender the principal amount of the DIP Loan of such DIP Lender on the Maturity Date (or on such earlier date on which the DIP Loans become due and payable pursuant to Section 3.4) plus any Exit Fee then due and payable. The Borrower hereby further agrees to pay interest on the unpaid principal amount of such Lender’s Revolving the DIP Loans from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided dates, set forth in Section 2.093.1. (b) Each DIP Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such DIP Lender resulting from each DIP Loan made by of such LenderDIP Lender from time to time, including the amounts of principal and interest payable and paid to such DIP Lender from time to time hereunderunder 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 subacccount therein for each DIP Lender, in which it shall record be recorded (i) the amount of each DIP Loan made hereunder, the Class hereunder and Type thereof and the Interest Period applicable theretoany DIP Note evidencing such DIP Loan, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each DIP 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 DIP Lender’s share thereof. (d) The entries made in the Register and the accounts of each DIP Lender maintained pursuant to paragraph (bSection 3.3(b) or (c) of this Section shall beshall, absent manifest errorto 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 DIP 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 DIP Loans made to the Borrower by such DIP Lender in accordance with the terms of this Agreement. (e) Any The Borrower agrees that, upon the request to the Administrative Agent by any DIP Lender may request that Loans of any Class made and notice thereof by it be evidenced by a promissory note. In such eventthe Administrative Agent to the Borrower, the Borrower shall prepare, will execute and deliver to such DIP Lender a promissory note payable to such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion DateDIP Note.

Appears in 1 contract

Samples: Debtor in Possession Credit Agreement (Verasun Energy Corp)

Repayment of Loans; Evidence of Debt. (ai) The Each Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan made to such Lender’s Revolving Loans Borrower on the Revolving Maturity Date applicable to in the currency of such Revolving Loans Loan, together with all outstanding interest thereon and (ii) for the account of each Term Company hereby unconditionally promises to pay to the Swingline Lender the then unpaid principal amount of such each Swingline Loan, together with all outstanding interest thereon, on demand by the Swingline Lender’s Term Loans as provided in Section 2.09. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Class, Agreed Currency and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from 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 and each Lender’s share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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 any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it to any Borrower be evidenced by a promissory note; provided that if any Lender so requests a promissory note, the Borrower will issue a promissory note to each Lender. In such event, the relevant Borrower shall prepare, execute and deliver to such each 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 any such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Worthington Industries Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (imm) the amount of each Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second Third ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 B-2 Term Loans and/or the Tranche B-2 A-3 Term Loans, Loans as applicable, into which such Lender’s Term Loans were converted on the Second Third ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Amendment and Restatement Agreement (Windstream Corp)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section 2.06 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 the form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Dateattached as Exhibit D 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 order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Bridge Credit Agreement (Medco Health Solutions Inc)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan owed by such Lender’s Revolving Loans Borrower on the Revolving Maturity Date applicable to in the currency of such Revolving Loans Loan and (ii) to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of each Competitive Loan owed by such Lender’s Term Loans as provided in Section 2.09Borrower on the last day of the Interest Period applicable to such Loan. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Borrower thereof, the Class, Agreed Currency and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from 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 and each Lender’s share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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 any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it be evidenced by (i) a Revolving Loan promissory notenote substantially in the form of Exhibit E-1 (or such other form approved by the applicable Borrower and the Administrative Agent, such approval not to be unreasonably withheld) or (ii) a Competitive Loan promissory note substantially in the form of Exhibit E-2 (or such other form approved by the applicable Borrower and the Administrative Agent, such approval not to be unreasonably withheld). In such event, the applicable 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Hubbell Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Facility Lender the then unpaid principal amount of such Lender’s each Revolving Loans Facility Loan and Protective Advance to the Borrower on the Revolving Facility Maturity Date applicable to such Revolving Loans Date, and (ii) for to the account of each Term Swingline Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09each Swingline Loan on the Revolving Facility Maturity Date. (ba) 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. (cb) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof and the Interest Period (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 any amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (dc) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section 2.09 shall be, absent manifest error, 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. (ed) Any Lender may request that Loans of any Class made by it be evidenced by a promissory notenote substantially in the form of Exhibit H (a “Note”). In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note Note payable to such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) be represented by one or more promissory notes 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Asset Based Revolving Credit Agreement (Verso Paper Holdings LLC)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Loan made to it by such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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 to such Borrower by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (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 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 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 shall be, absent manifest error, 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 any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it such Lender to any Borrower be evidenced by a promissory notenote of such Borrower. In such event, the each relevant Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Georgia Gulf Corp /De/)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s its Revolving Loans on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (c) The Administrative Agent shall maintain accounts a Register pursuant to SECTION 8.4. (d), and an account for each Lender in which it shall record (i) the amount of each Loan made hereunderhereunder and any promissory note evidencing such Loan, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the 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 and each Lender’s share thereof. (d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph paragraphs (b) or and (c) of this Section shall be, absent manifest error, 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 any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory notenote for its Revolving Loans. In such event, the applicable 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.04SECTION 8.4.) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Revolving Credit Facility Agreement (Bristol Myers Squibb Co)

Repayment of Loans; Evidence of Debt. (a) The Term Facility Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving the Loans on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Term Facility Borrower to such Lender resulting from each Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Class, currency and Type 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 Term Facility Borrower to each Lender hereunder and (iii) the any 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 shall be, absent manifest error, 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 Term Facility Borrower to repay the Loans in accordance with the terms of this AgreementAgreement and, provided, further, that in the event of any conflict between the entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section and the entries in the Register maintained pursuant to Section 9.04(b)(iv), the entries in the Register shall control. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the Term Facility Borrower shall prepare, 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) assigns and in a the form of Exhibit B hereto or such other form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Dateform.

Appears in 1 contract

Samples: Term Loan Credit Agreement (PERRIGO Co PLC)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises agrees to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of all Loans of such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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 hereunderunder this Agreement. (c) The Administrative Agent shall maintain accounts in which it shall record for (i) the amount type of each Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the 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 accounts maintained pursuant to paragraph paragraphs (b) or and (c) of this Section 2.04 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded thereintherein recorded; provided provided, however, 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 to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that any Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.03) be represented by one or more promissory notes in such form payable to the order of the payee named therein (or, of if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (McMoran Exploration Co /De/)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans on the Revolving earlier of (x) the Maturity Date applicable to such Revolving Loans and (y) the Termination Date and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09on the earlier of (x) the Maturity Date and (y) the Termination Date. (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. (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 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Superpriority Secured Debtor in Possession Credit Agreement (Windstream Services, LLC)

Repayment of Loans; Evidence of Debt. (ai) The Each Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan made to such Lender’s Revolving Loans Borrower on the Revolving Maturity Date applicable to in the currency of such Revolving Loans Loan, together with all outstanding interest thereon and (ii) for the account of each Term Company hereby unconditionally promises to pay to the Swingline Lender the then unpaid principal amount of such each Swingline Loan, together with all outstanding interest thereon, on demand by the Swingline Lender’s Term Loans as provided in Section 2.09. (ba) 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. (cb) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Class, Agreed Currency and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from 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 and each Lender’s share thereof. (dc) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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 any Borrower to repay the Loans in accordance with the terms of this Agreement. (ed) Any Lender may request that Loans of any Class made by it to any Borrower be evidenced by a promissory note; provided that if any Lender so requests a promissory note, the Borrowers will issue a promissory note to each Lender. In such event, the relevant Borrower shall prepare, execute and deliver to such each 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 any such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Worthington Industries Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan of such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to in the currency in which such Revolving Loans and Loan is denominated, (ii) to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of each Term Loan of such Lender’s Term Loans Lender as provided in Section 2.092.08 and (iii) to the Swingline Lender in Dollars the then unpaid principal amount of each Swingline Loan on the Maturity Date. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the currency, Class and Type 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 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 Absent manifest error, the entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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 and pay interest thereon in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Nasdaq Omx Group, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay to the Administrative Applicable Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan of such Lender’s Revolving Loans on Lender and the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of each Term Loan of such Lender’s Term Loans as provided in Section 2.09Lender on the Maturity Date. (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. (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 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 and (iii) the amount of any sum received by the Administrative Agent Agents hereunder for the account accounts of the Lenders and each Lender’s share thereof. The London Agent shall promptly provide the Administrative Agent with all information needed to maintain such accounts in respect of the Loans administered by the London Agent. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section 2.07 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or the Administrative any Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the each applicable 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 Applicable Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Three Year Credit Agreement (Sungard Data Systems Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower ------------------------------------ hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Loan of such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any The Borrower or any Lender may request that Loans of any Class 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 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans any Loan 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Cais Internet Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender (x) the then unpaid principal amount of such Lender’s Revolving Loans each Tranche B-1 Loan on the Revolving Tranche B-1 Loan Maturity Date applicable to such Revolving Loans and (iiy) for the account of each Term Lender the then unpaid upaid principal amount of such Lender’s Term Loans as provided in Section 2.09each Tranche B-2 Loan on the Tranche B-2 Loan Maturity Date. (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. (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 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 share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) assigns and in a substantially the form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Dateof Exhibit F 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Neiman Marcus, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan of such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of to each Term Swingline Lender the then unpaid principal amount of each Swingline Loan made by such Lender’s Term Swingline Lender on the earlier of the Revolving Maturity Date and the fifth Business Day after such Swingline Loan is made; provided that on each date that a Revolving Borrowing is made, the Borrower shall repay all Swingline Loans as provided in Section 2.09that were outstanding on the date such Revolving Borrowing was requested and the proceeds of any such Revolving Borrowing shall be applied by the Administrative Agent to repay any Swingline Loans then outstanding. (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. (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 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 records maintained by the Administrative Agent hereunder for the account of and 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 shall beshall, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded thereinof the Borrower in respect of Loans, LC Disbursements, interest and fees due or accrued hereunder; provided that the failure of any Lender or the Administrative Agent or any Lender to maintain such accounts records or any error therein shall not in any manner affect the obligation of the Borrower to repay the Loans pay any amounts due hereunder in accordance with the terms of this Agreement. (ec) Any Lender may request that the Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by reasonably acceptable to the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered noteapplicable, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Comtech Telecommunications Corp /De/)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Termination Date. (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. (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 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. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, prima facie be PRIMA FACIE evidence of the existence and amounts of the obligations recorded therein; provided 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 that Loans of any Class 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 furnished by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior Agent and reasonably acceptable to the Effective DateBorrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.03) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (Polymer Group Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises hereby (b) At all times that full cash dominion is in effect pursuant to pay to Section 7.3 of the Security Agreement, on each Business Day, the Administrative Agent shall apply all funds credited to the Collection Account the previous Business Day (iwhether or not immediately available) for first to prepay any Protective Advances and Overadvances that may be outstanding, pro rata, and second to prepay the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans on the Revolving Maturity Date applicable (including Swing Line Loans) and to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09cash collateralize outstanding LC Exposure. (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. (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 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 shall be, absent manifest error, 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. (ef) Any Lender may request that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Tecumseh Products Co)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender thereof the then unpaid principal amount of such Lender’s each Revolving Loans Loan or the Term Loan, as the case may be, on the Revolving Maturity Date applicable to such Revolving Loans and (ii) to the Administrative Agent for the account of each Term Lender thereof the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Lender’s Term Loans as provided in Section 2.09Loan. (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. (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 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. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 the form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. of Exhibit B. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.049.4) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: 364 Day Credit Agreement (Fred Meyer Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (b) Each Revolving Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Revolving Lender resulting from each Loan made by such Revolving Lender, including the amounts of principal and interest payable and paid to such Revolving Lender from time to time hereunder. (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 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 Revolving Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Revolving Lenders and each Revolving Lender’s 's share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, prima facie be PRIMA FACIE evidence of the existence and amounts of the obligations recorded therein; provided PROVIDED that the failure of any Revolving 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 Revolving Lender may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the Borrower shall prepare, execute and deliver to such Revolving Lender a promissory note payable to the order of such Revolving Lender (or, if requested by such Revolving Lender, to such Revolving Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Tucson Electric Power Co)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Paying Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans the Tranche A Loans, the Tranche B Loan and the Tranche [B]C Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09. (b) Termination Date. 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 Tranche A Loan, Tranche B Loan or Tranche [B]C Loan, as the case may be, made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (c) . The Administrative Paying Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Paying 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 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided provided, that the failure of any Lender or the Administrative Paying 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 that Loans of any Class 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 furnished by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior Paying Agent and reasonably acceptable to the Effective DateBorrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.03) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Revolving Credit, Term Loan and Guaranty Agreement (Ual Corp /De/)

Repayment of Loans; Evidence of Debt. (a) The Borrower Company hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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 such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (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 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 Company 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 shall be, absent manifest error, 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 Company to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the Borrower Company 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.048.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: 364 Day Credit Agreement (Valspar Corp)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan, plus all accrued interest, on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Manhattan Bancorp)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) on the Bridge Loan Maturity Date to the Administrative Agent the then unpaid principal amount of each Bridge Loan made to the Borrower (iunless converted to a Rollover Loan in accordance with Section 2.01(b)), and (ii) on the Rollover Loan Maturity Date to the Administrative Agent for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount Rollover Loan of such Lender’s Term Loans as provided Lender (unless exchanged for an Exchange Note in accordance with Section 2.092.01(d)). (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Facility and Type 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 any 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 substantially in the form of Exhibit E-1 (each, a form approved by “Bridge Note”) or E-2 (each, a “Rollover Note”), as the Administrative Agent; provided thatcase may be, in order for any such promissory note to be delivered on the Effective DateBridge Loans and Rollover Loans, respectively (it being understood that the request therefor Borrower shall be delivered no later than two Business Days entitled to require that a Lender return its Bridge Note prior to the Effective Datepreparing, executing and delivering a Rollover Note to such Lender). 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Senior Secured Bridge Loan Credit Agreement (Packerware Corp)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to such Revolving Loans and Date, (ii) to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of each Competitive Loan on the last day of the Interest Period applicable to such Lender’s Term Loans as provided in Section 2.09Loan and (iii) to the Swingline Lender the then unpaid principal amount of each Swingline Loan on the Maturity Date. (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. (c) 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 Facility 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. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.049.4) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Borgwarner Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to each Lender, through the Administrative Agent Agent, (i) for the account then unpaid principal amount of each Term Loan of such Lender on the Term Loan Maturity Date and (ii) the then unpaid principal amount of each Revolving Loan of such Lender on the Revolving Credit Maturity Date. The Borrower hereby promises to pay to the Swingline Lender the then unpaid principal amount of such Lender’s Revolving Loans each Swingline Loan on the Revolving Credit Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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 share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) assigns and in a substantially the form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Dateof Exhibit F 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior . (f) The Borrower shall pay to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 account of the Lenders, on each Incremental Term Loan Repayment Date, a principal amount of the Other Term Loans and/or (as adjusted from time to time pursuant to Sections 2.07(f), 2.08 and 2.09) equal to the Tranche B-2 amount set forth for such date in the applicable Incremental Term LoansLoan Assumption Agreement, as applicabletogether in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. To the extent not previously paid, into which such Lender’s all Incremental Term Loans were converted shall be due and payable on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A applicable Incremental Term Loan Maturity Date and all Incremental Revolving Loans shall be due and payable on the applicable Incremental Revolving Credit Maturity Date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of payment. (g) In the event and on each occasion that is converted into a Tranche A-2 any Term Loan on Commitment (other than any Subsequent Tranche A Conversion Date may Incremental Term Loan Commitment) shall be exchanged, upon the request reduced or shall expire or terminate other than as a result of the relevant Lender made through making of a Term Loan, the Administrative Agent and principal amount payable on the surrender Term Loan Maturity Date shall be reduced pro rata by an aggregate amount equal to the amount of such promissory note to the Borrower through the Administrative Agentreduction, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Dateexpiration or termination.

Appears in 1 contract

Samples: Credit Agreement (Transdigm Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) to the Primary Revolving Facility Administrative Agent for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan of such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to such Revolving Loans and (ii) to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of each Term Loan of such Lender’s Term Loans Lender as provided in Section 2.092.08. (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. (c) The Applicable Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Applicable 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 shall be, absent manifest error, 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 pay any amounts due hereunder in accordance with the terms of this Agreement. In the event of any inconsistency between the entries made pursuant to paragraphs (b) and (c) of this Section, the accounts maintained by the Applicable Administrative Agent pursuant to paragraph (c) of this Section shall control. (e) Any Lender may request through the Applicable Administrative Agent that Loans of any Class 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 provided by the Applicable Administrative Agent and approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion DateBorrower.

Appears in 1 contract

Samples: Incremental Revolving Facility Amendment and Joinder Agreement (Virtu Financial, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan of such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to in the currency in which such Revolving Loans Loan is denominated and (ii) to the Administrative Agent for the account of each Term Lender the Swingline Lenders in Dollars the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09each Swingline Loan on the Maturity Date. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the currency, Class and Type 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 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 Absent manifest error, the entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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 and pay interest thereon in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) assigns and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Nasdaq Omx Group, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for to the account of each Term Swingline Lender the then unpaid principal amount of each Swingline Loan on the earlier of the Maturity Date and the fifth (5th) Business Day after such Lender’s Term Swingline Loan is made; provided that on each date that a Revolving Borrowing is made, the Borrower shall repay all Swingline Loans as provided in Section 2.09then outstanding. (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. (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 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 shall be, absent manifest error, 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 AgreementObligations. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a the form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. attached hereto as Exhibit H. 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 (or, if such promissory note is a registered note, to such payee and its registered assignsform). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (CommerceHub, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09thereof. (b) Each Lender shall may maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each any Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof hereunder and the applicable Interest Period applicable theretoRate thereof, (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 and each Lender’s 's share thereof. Lenders may from time to time request that Administrative Agent provide Lenders with a copy of such records. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, prima facie be PRIMA FACIE evidence of the existence and amounts of the obligations recorded therein; provided 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 and other Obligations in accordance with the terms of this Agreement. (e) Any Lender one or more Lenders may request that Loans of any Class Loan made by it or them be evidenced by a promissory noteNote. In such event, the Borrower shall prepare, execute and deliver to such Lender or Lenders a promissory note Note payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) in form and in a form approved by the Administrative Agent; provided that, in order for any substance acceptable such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective DateLender. Thereafter, the Loans evidenced by such promissory note Notes and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.10 hereof) be represented by one or more promissory notes 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)therein. Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent may enter Loans and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term repayment [Participation and Loan that is converted into a Tranche A-2 Term Loan and Security Agreement] made on any Subsequent Tranche A Conversion Date may be exchangedNote; PROVIDED, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note HOWEVER, that failure to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term do so shall not affect Borrower's obligations to repay all Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Datemade.

Appears in 1 contract

Samples: Participation and Loan and Security Agreement (K-Sea Transportation Partners Lp)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender Bank the then unpaid principal amount of each Loan of such Lender’s Revolving Loans Bank on the Revolving Final Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (b) Each Lender Bank shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender Bank resulting from each Loan made by such LenderBank, including the amounts of principal and interest payable and paid to such Lender Bank from time to time hereunder. (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 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 to each Lender Bank hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders Banks and each Lender’s Bank's share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall bebe conclusive evidence, absent manifest error, prima facie evidence of the existence and amounts of the obligations recorded therein; , provided that the failure of any Lender Bank 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 Bank may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender Bank a promissory note payable to the order of such Lender Bank (or, if requested by such LenderBank, to such Lender Bank and its registered assigns) and in a customary form approved by reasonably satisfactory to the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0411.3) 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). Any such promissory note evidencing a Term Loan prior . (f) During the period from the date hereof to the Second ARCA Effective Date Final Maturity Date, the Borrower may be exchangedborrow, upon the request of the relevant Lender made through the Administrative Agent pay, prepay and the surrender of such promissory note reborrow Loans hereunder subject to the Borrower through terms and conditions of this Agreement (including the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent provisions regarding prepayment set forth in Sections 2.7 and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date2.8 hereof).

Appears in 1 contract

Samples: Credit Agreement (Alleghany Corp /De)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to such Revolving Loans Date, and (ii) for the account of to each Term Swingline Lender the then unpaid principal amount of each of its Swingline Loans on the earlier of the Maturity Date and the date which is 15 Domestic Business Days after such Lender’s Term Loans as provided in Section 2.09Swingline Loan is 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 such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the currency and amount of each Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the applicable 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 shall be, absent manifest error, 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 of any Class made by it to any Borrower be evidenced by a promissory note. In such event, the such Borrower shall prepare, 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) assigns and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on Agent and the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective DateBorrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0412.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Cummins Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving applicable Maturity Date applicable Date. The Term Borrower hereby unconditionally promises to such Revolving Loans and (ii) pay to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of such Lender’s the Term Loans as provided in Section 2.09Loan on the applicable Maturity Date. (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. (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 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 or Term Borrower, as the case may be, 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 shall be, absent manifest error, 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 or the Term Borrower, as the case may be, to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the Borrower or the Term Borrower, as the case may be, 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Polo Ralph Lauren Corp)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender all accrued and unpaid interest on the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09and all other Obligations on the Maturity Date. (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. (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 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Loan Agreement (Unisource Energy Corp)

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Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Credit Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Credit Termination Date. (b) In the event the Senior Convertible Notes are paid in part or in full the Revolving Loan Commitments will be permanently and ratably reduced on each anniversary of such payment until the Revolving Credit Termination Date in an amount equal to twenty percent (20%) of the full amount so paid. (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. (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 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 (bc) or (cd) of this Section shall be, absent manifest error, 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. (ef) Any Lender may request that Loans of any Class 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 (each, a “Note”) payable to the order of such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and substantially in a the form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Dateof Exhibit 2.08(f) hereto. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Input Output Inc)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay to the Administrative Applicable Agent (i) for the account accounts of each Revolving Lender the applicable Lenders the then unpaid principal amount of each Borrowing of such Lender’s Revolving Loans Borrower on the Revolving Maturity Date applicable Date. Each Borrower agrees to such Revolving Loans and (ii) for repay the account of each Term Lender the then unpaid principal amount of each Loan made to such Lender’s Term Loans as provided Borrower and the accrued interest thereon in Section 2.09the currency of such Loan. (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. (c) The Subject to the Register described in Section 10.04, the Administrative Agent shall maintain accounts (including the Register described in Section 10.04) in which it shall record (i) the amount of each Loan made hereunder, the Class Type and Type currency 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 each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative any Agent hereunder for the account accounts of the Lenders and each Lender’s 's share thereof. The London Agent shall furnish to the Administrative Agent, promptly after the making of any Loan or Borrowing with respect to which it is the Applicable Agent or the receipt of any payment of principal or interest with respect to any such Loan or Borrowing, information with respect thereto that will enable the Administrative Agent to maintain the accounts referred to in the preceding sentence. The Administrative Agent shall notify in writing the London Agent promptly after the making of any Loan or Borrowing with respect to which it is the Applicable Agent or the receipt of payment of any principal with respect to any such Loan or Borrowing. (d) The Subject to the Register described in Section 10.04, the entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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 any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it to any Borrower be evidenced by a promissory note. In such event, the each applicable Borrower shall prepare, 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) assigns and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Dateacting reasonably. Thereafter, the Loans evidenced by each such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Bridge Credit Agreement (Coors Adolph Co)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to in the currency of such Revolving Loans Loan and (ii) for to the account of each Term Swingline Lender the then unpaid principal amount of each Swingline Loan on the earlier of the Maturity Date and the seventh (7th) Business Day after such Lender’s Term Swingline Loan is made; provided that on each date that a Revolving Borrowing is made, the Borrower shall repay all Swingline Loans as provided in Section 2.09then outstanding. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Class, Agreed Currency and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from 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 shall be, absent manifest error, be prima facie evidence 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 AgreementObligations. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a substantially the form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. attached hereto as Exhibit C. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Dateform.

Appears in 1 contract

Samples: Credit Agreement (Tredegar Corp)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Margin Bridge Loan of such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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 shall be, absent manifest error, 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 pay any amounts due hereunder in accordance with the terms of this Agreement. In the event of any inconsistency between the entries made pursuant to paragraphs (b) and (c) of this Section, the accounts maintained by the Administrative Agent pursuant to paragraph (c) of this Section shall control. (e) Any Lender may request through the Administrative Agent that Loans of any Class 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 provided by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and approved by the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion DateBorrower.

Appears in 1 contract

Samples: Credit Agreement (Dell Technologies Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account outstanding principal of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving all Loans shall be due and payable on the Revolving Final Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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 shall be, absent manifest error, 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 of any Class made by it be evidenced by a promissory note. In such event, the Borrower Borrowers shall prepare, 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) and in a form approved furnished by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior Agent and reasonably acceptable to the Effective DateAdministrative Borrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0412.07) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Financing Agreement (Milacron Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan of such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to such Revolving Loans and (ii) to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of each Term Loan of such Lender’s Term Loans Lender as provided in Section 2.092.10. (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. (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 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, which accounts the Administration agent will make available to the Borrower upon request. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (J Crew Group Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness debt 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. (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 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. (d) The entries made in the accounts maintained pursuant to paragraph paragraphs (bd) or (ce) of this Section shall beshall, absent manifest errorto the extent not inconsistent with any entries made in any promissory note, 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 Credit Agreement. (e) Any Lender may request that the Loans of any Class made by it be evidenced by a promissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender Lender, (i) a promissory note payable to the order of such Lender (orLender, each substantially in the form of Exhibit C. In addition, if requested by such a Lender, its promissory note or notes may be made payable to such Lender and its registered assigns) and assigns in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the which case all Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.4) be represented by one or more promissory notes in such like 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (CMP Group Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable Date. At the request of each Lender, the Loans made by such Lender shall be evidenced by a Note payable to such Revolving Loans and (ii) for Lender in the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Commitment. (b) If the Maturity Date is extended in accordance with Section 2.20 then commencing on February 1, 2018, and on each Interest Payment Date thereafter, the Borrower shall pay to the Administrative Agent for the pro rata account of each Lender equal monthly principal payments based on a thirty (30) year direct amortization schedule of the principal balance of the Loans outstanding as of January 20, 2018. (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. (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 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 (b) or (c) of this Section shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein, 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. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Strategic Storage Trust II, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account outstanding principal of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving all Loans shall be due and payable on the Revolving Final Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 furnished by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior Collateral Agent and reasonably acceptable to the Effective DateBorrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0413.07) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Financing Agreement (Oglebay Norton Co /Ohio/)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay repay Initial Loans to the Administrative Agent (i) for the account of each Revolving Lender on the then unpaid Initial Loan Maturity Date, in an amount equal to the remainder of the principal amount of the Initial Loans, outstanding on such Lender’s Revolving Loans date, together in each case with accrued and unpaid interest on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount to be paid to but excluding the date of such Lender’s Term Loans as provided in Section 2.09payment.There shall be no required scheduled amortization of the Initial Loans. (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. (cd) The Administrative Agent shall maintain accounts (which shall be part of the Register) in which it shall record (i) the amount of each Loan made hereunder, the Class and Type 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 share thereof. (de) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section in the Register shall be, absent manifest error, 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 pursuant to Sections 2.10(c) and 2.10(d) 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 Register and any Lender’s records, the Register shall govern. (ef) Any Lender may request that Loans of any Class made by it be evidenced by a promissory notePromissory Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note Promissory Note payable to such Lender (or, if requested by such Lender, to such Lender and its registered assigns; it being understood and agreed that such Lender (and/or its applicable assign) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior required to the Effective Date. Thereafter, the Loans evidenced by return 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note Promissory Note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, in accordance with Section 9.05(b)(iii) and upon the request occurrence of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion DateTermination Date (or as promptly thereafter as practicable).

Appears in 1 contract

Samples: Second Lien Credit Agreement (Hayward Holdings, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09. (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. (cb) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, (ii) the Class and Type thereof and the Interest Period (if any) applicable thereto, (iiiii) 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) the any amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (dc) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided 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. (ed) Any Lender may request that Loans of any Class made by it be evidenced by a promissory notenote (a “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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior Agent and reasonably acceptable to the Effective DateBorrower. 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). Any . (e) The outstanding principal amount of the Term Loans shall be repayable in consecutive quarterly installments, on each date when the Borrower is required to deliver a certificate pursuant to Section 5.04(c), commencing with the delivery of such promissory note evidencing a Term Loan prior certificate for the fourth full fiscal quarter beginning after the Closing Date, in an amount equal to the Second ARCA Effective Date may Cumulative Pro Forma Cash Interest Savings determined for the applicable quarter in excess of $20 million; provided that the amount required to be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note repaid pursuant to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on this Section 2.09(e) shall in no event exceed $3 million in any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Dateone fiscal quarter.

Appears in 1 contract

Samples: Credit Agreement (Claires Stores Inc)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Facility Lender the then unpaid principal amount of each Revolving Facility Loan of such Lender’s Revolving Loans Lender to such Borrower on the applicable Revolving Facility Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Tranche and Type 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 any 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 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided 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 any Borrower to repay the Loans to such Borrower in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class Tranche made by it be evidenced by a promissory notenote (a “Promissory Note”). In such event, the each applicable 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; provided that, in order for any such promissory note Lender and reasonably acceptable to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Datesuch Borrower. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Amendment Agreement (Momentive Performance Materials Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Loan of such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Dollars. (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. (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 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 the account of the Lenders and each Lender’s share thereof. (d) The Absent manifest error, the entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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 and pay interest thereon in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Nasdaq Omx Group, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers hereby unconditionally promises promise to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Loan of such Lender’s Revolving Loans Lender made to the Borrowers on the Revolving Maturity Date applicable Date. The Borrowers hereby unconditionally promise to such Revolving Loans and (ii) for pay to the account of each Term Swingline Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09each Swingline Loan made to the Borrowers on the Maturity Date or the last day of each calendar month. (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 LenderLender to the Borrowers from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time hereunderunder this Agreement. (c) The Administrative Agent shall maintain accounts in which it shall will record (i) the amount of each Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower Borrowers to each Lender hereunder and (iii) the amount of any the sum received by the Administrative Agent hereunder for from the account of the Lenders Borrowers or any Guarantor and each Lender’s 's share thereof. (d) The entries made in the accounts maintained pursuant to paragraph paragraphs (b) or and (c) of this Section shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded thereintherein recorded; provided provided, however, 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 Loans made to the Borrowers in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it hereunder be evidenced by a promissory note. In such event, the Borrower Borrowers shall prepare, 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) assigns and in a form approved by and substance reasonably acceptable to the Administrative Agent; provided that. Notwithstanding any other provision of this Agreement, in order for the event any Lender shall request and receive such a promissory note to be delivered on the Effective Datenote, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced interests represented by such promissory note and interest thereon shall at all times (including after any assignment of all or part of such interests pursuant to Section 9.04) 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 or its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Revolving Credit Agreement (Maxxam Inc)

Repayment of Loans; Evidence of Debt. (a) The To the extent not previously paid, all unpaid Loans shall be paid in full in cash in dollars by the Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.048.04) be represented by one or more promissory notes in such form payable form. (f) Each repayment of a Borrowing shall be applied ratably to the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns)Loans included in the repaid Borrowing. Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may Repayments of Borrowings shall be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted accompanied by accrued interest on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Dateamounts repaid.

Appears in 1 contract

Samples: 364 Day Credit Agreement (National Fuel Gas Co)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid then‑unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (b) Each Lender shall maintain in accordance with its usual practice an account or accounts a record 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. (c) The Administrative Agent shall maintain accounts records in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the 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 records maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory noteNote. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date). 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Rackspace Hosting, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Co-Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Loan of such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (c) The Co-Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Co-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 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or the Co-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 that Loans of any Class 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 the form attached hereto as Exhibit F, with such changes, if any, as approved by the Co-Administrative Agent; provided that, in order for any such promissory note to be delivered on Agent and the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective DateBorrower. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Five Year Revolving Credit Agreement (Land O Lakes Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower Each Borrower, jointly and severally, hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan of such Lender’s Revolving Loans Lender on the Revolving Maturity Date, (ii) to the Administrative Agent the then unpaid amount of each Protective Advance on the earlier of the Maturity Date applicable to such Revolving Loans and demand by the Administrative Agent and (ii) for to the account of each Term Swingline Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09each Swingline Loan on the Maturity Date. (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. (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 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 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 shall be, be conclusive evidence (absent manifest error, 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 any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a customary form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on Agent and the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective DateParent Borrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Pliant Corp)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable (or on such earlier date on which the Loans shall become due and payable pursuant to such Revolving Loans and (ii) for Article VII). The Borrower hereby further agrees to pay interest on the account of each Term Lender the then unpaid principal amount of such Lender’s Term the Loans as provided 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 2.092.10. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class hereunder and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Magellan Midstream Partners Lp)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan made to such Lender’s Revolving Loans Borrower on the Revolving Maturity Date applicable to such Revolving Date. On the Maturity Date, all Loans shall become absolutely due and (ii) for payable and the account Borrowers shall pay all of each Term Lender the then Loans outstanding, together with any and all accrued and unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09interest thereon. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Class, Agreed Currency and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from 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 and each Lender’s share thereof. (d) . The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations 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 any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans . In the event of any Class made conflict between the accounts and records maintained by it be evidenced by a promissory note. In such event, the Borrower shall prepare, execute and deliver to such any Lender a promissory note payable to such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.paragraph

Appears in 1 contract

Samples: Credit Agreement (LogMeIn, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower Borrowers hereby unconditionally promises promise to pay to the Administrative Agent (i) for the account of each Revolving Lender the then then-unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for Date. The Borrowers will repay the account of each Term Lender the then unpaid principal amount of each Loan and the accrued interest thereon in the currency in which such Lender’s Term Loans as provided in Section 2.09Loan is denominated. (b) Each Lender shall maintain maintain, in accordance with its usual practice 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. (c) The Administrative Agent shall maintain accounts a Register pursuant to Section 9.4(c) and an account for each Lender in which it shall record (i) the amount of each Loan made hereunderhereunder and any promissory note evidencing such Loan, the Class and Type 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 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 Register and the accounts maintained pursuant to paragraph clause (bc) or (cd) of this Section shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations 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 Obligations in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note. note (each, a “Note”) in the form of Exhibit A. In such event, the Borrower Borrowers shall prepare, execute and deliver to such Lender a promissory note 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date). Thereafter, the Loans evidenced by such promissory note Note and interest thereon shall at all times (including after assignment pursuant to Section 9.049.4) be represented by one or more promissory notes in such form Notes 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Datetherein.

Appears in 1 contract

Samples: Credit Agreement (Hecla Mining Co/De/)

Repayment of Loans; Evidence of Debt. (a) The Company and each Foreign Subsidiary Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Lender then unpaid principal amount of each Revolving Loan on the Maturity Date, and (ii) to the Swingline Lender then unpaid principal amount of each Swingline Loan owing to the Swingline Lender on the earlier of the Maturity Date and the date demanded by the Swingline Lender. Each Foreign Subsidiary Borrower hereby unconditionally promises to pay to the Applicable Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan to such Lender’s Revolving Loans Foreign Subsidiary Borrower on the Revolving Maturity Date applicable Date. For the avoidance of doubt, the Loan Parties and Credit Parties hereby acknowledge and agree that, notwithstanding anything in this Agreement or the other Loan Documents to the contrary, express or implied, under no circumstance will a Foreign Subsidiary Borrower be in any way obligated or liable for the Obligations except for the direct Loans (and any interest, fees and expenses related thereto) made to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Foreign Subsidiary Borrower. (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. (c) The Each Applicable Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof and the Interest Period (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 any amount of any sum received by the such Applicable 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 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or the an Applicable Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a the form of Exhibit G hereto or such other form approved by the Applicable Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Universal Forest Products Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable Termination Date, which amount shall be applied first, to such Revolving the Tranche A Loans of the Tranche A Lenders until the Total Tranche A Commitment shall have been wholly and (ii) for permanently terminated, all Tranche A Loans shall have been paid in full and no Letters of Credit shall be outstanding, or, if outstanding, then backed by Cash Collateralization, and second, to the account Tranche B Loan of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Tranche B Lenders. (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 LenderXxxxxx, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (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 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 LenderXxxxxx’s share thereof. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 furnished by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior Agent and reasonably acceptable to the Effective DateBorrower. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.03) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Revolving Credit, Term Loan and Guaranty Agreement

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to in the currency of such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Loan. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Agreed Currency and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Myr Group Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for in the account of each Term Lender the then unpaid principal amount currency of such Lender’s Term Loans as provided in Section 2.09Loan. (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. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Class, Agreed Currency and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Intuit Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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 shall be, absent manifest error, 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. (e) Any Lender may request request, through the Administrative Agent, that Loans of any Class made by it be evidenced by a promissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender through the Administrative Agent 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; provided that, in order for any Agent (each such promissory note to be delivered on the Effective Datenote, the request therefor shall be delivered no later than two Business Days prior to the Effective Datea “Note”). 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 Notes in such form payable to the order of the payee named therein (or, if such promissory note Note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Asset Sale Facility Agreement (Merck & Co Inc)

Repayment of Loans; Evidence of Debt. (a) The -------------------------------------------------- Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Loan of such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any The Borrower or any Lender may request that Loans of any Class 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 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans any Loan 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Cais Internet Inc)

Repayment of Loans; Evidence of Debt. (a) The Term Facility Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving the Loans on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (b) Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Term Facility Borrower to such Lender resulting from each Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (c) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Class, currency and Type 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 Term Facility Borrower to each Lender hereunder and (iii) the any 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 shall be, absent manifest error, 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 Term Facility Borrower to repay the Loans in accordance with the terms of this AgreementAgreement and, provided, further, that in the event of any conflict between the entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section and the entries in the Register maintained pursuant to Section 9.04(b)(iv), the entries in the Register shall control. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the Term Facility Borrower shall prepare, 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) assigns and in a the form of Exhibit B hereto or such other form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns)form. Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.SECTION

Appears in 1 contract

Samples: Term Loan Credit Agreement

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent pay, unless otherwise provided in this Agreement, (i) to the Agent for the account of each Revolving Lender the then unpaid principal amount of such Lender’s each Revolving Loans Loan on the Revolving Maturity Date applicable to such Revolving Loans Commitment Termination Date, and (ii) to the Agent for the account of each Term Lender the then unpaid principal amount of such Lender’s each Term Loans as provided in Section 2.09Loan on the Maturity Date. (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. (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 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 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 shall be, absent manifest error, prima facie be PRIMA FACIE evidence of the existence and amounts of the obligations recorded therein; provided 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 that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.04SECTION 10.10.1) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: 364 Day Credit Agreement (Noble Affiliates Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 hereunder and the Interest Period applicable thereto, if any, (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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note, in substantially the form attached as Exhibit 2.8 hereto. In such event, the Borrower shall prepare, 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) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.10.1) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Term Loan Agreement (Noble Energy Inc)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay to the Administrative Paying Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s its Revolving Loans on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (c) The Administrative Paying Agent shall maintain accounts a Register pursuant to subSECTION 8.4. (d), and an account for each Lender in which it shall record (i) the amount of each Loan made hereunderhereunder and any promissory note evidencing such Loan, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the each Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Paying Agent hereunder for the account of the Lenders and each Lender’s share thereof. (d) The entries made in the Register and the accounts of each Lender maintained pursuant to paragraph paragraphs (b) or and (c) of this Section shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or the Administrative Paying Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory notenote for its Revolving Loans. In such event, the applicable 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 Paying Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.04SECTION 8.4.) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: 364 Day Revolving Credit Facility Agreement (Bristol Myers Squibb Co)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan of such Lender’s Revolving Loans Borrower on the Revolving Maturity Date applicable to such Revolving Loans and (ii) to the Administrative Agent for the account of each Term applicable Swing Line Lender the then unpaid principal amount of each Swing Line Loan of such Lender’s Term Loans as provided in Lender made to such Borrower on the date such Swing Line Loan is due pursuant to Section 2.092.04 or, if earlier, the Maturity Date. (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. (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 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 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 shall be, absent manifest error, 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 any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the each 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by each such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Chicago Bridge & Iron Co N V)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Applicable Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount Loan of such Lender’s Term Loans Lender as provided in Section 2.092.10. (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. (c) The Applicable Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class and Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Applicable 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 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; , provided that the failure of any Lender or the Applicable 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 pay any amounts due hereunder in accordance with the terms of this Agreement. In the event of any inconsistency between the entries made pursuant to paragraphs (b) and (c) of this Section, the accounts maintained by the Applicable Administrative Agent pursuant to paragraph (c) of this Section shall control. (e) Any Lender may request through the Applicable Administrative Agent that Loans of any Class made by it be evidenced by a promissory noteRevolving Note, a Term Note or a Swingline Loan Note, as applicable. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note Revolving Note, a Term Note or a Swingline Loan Note, as applicable, payable to such Lender (or, if requested by such Lender, to such Lender and or its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Koppers Holdings Inc.)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan made to such Lender’s Revolving Loans Borrower on the Revolving Maturity Date applicable to such Revolving Loans Termination Date, and (ii) for to the account of each Term Swingline Lender the then unpaid principal amount of each Swingline Loan made to such Lender’s Term Borrower on the Termination Date; provided that on each date that a Revolving Borrowing is made, the Borrowers shall repay all Swingline Loans as provided in Section 2.09then outstanding. (ba) 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. (cb) 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 currency 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 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. (dc) The entries made in the accounts maintained pursuant to paragraph (ba) or (cb) of this Section shall be, absent manifest error, 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, and provided further, that to the extent there is any inconsistency between the accounts maintained pursuant to paragraph (a) or (b) of this Section and the entries in the Register maintained by the Administrative Agent pursuant to Section 10.04(b)(iv), the entries in the Register shall control. (ed) Any Lender may request that Loans of any Class made by it be evidenced by a promissory note. In such event, the Borrower applicable Borrowers shall prepare, 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) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Datetherein.

Appears in 1 contract

Samples: Credit Agreement (Cardtronics PLC)

Repayment of Loans; Evidence of Debt. (a) 7.%2.%3. The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Facility Lender the then unpaid principal amount of such Lender’s each Revolving Loans Facility Loan to the Borrower on the Revolving Facility Maturity Date applicable to such Revolving Facility Loans and (ii) to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of each Term Loan of such Lender’s Term Loans Lender as provided in Section 2.092.10. (ba) 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. (cb) The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Class Facility and Type 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 any amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. (dc) The entries made in the accounts maintained pursuant to paragraph clause (b) or (c) of this Section 2.09 shall be, absent manifest error, be prima facie evidence of the existence and amounts of the obligations recorded therein; provided 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. (ed) Any Lender may request that Loans of any Class made by it be evidenced by a promissory notenote (a “Note”). In such event, the Borrower shall prepare, 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) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior Agent and reasonably acceptable to the Effective DateBorrower. 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 9.04) be represented by one or more promissory notes in such form payable to the payee named therein (or, if requested by such promissory note is a registered notepayee, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: First Lien Credit Agreement (Cec Entertainment Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Loan and all other amounts and obligations owing to the Administrative Agent and the Lenders under this Agreement and the other Loan Documents on the Revolving Maturity Date applicable to such Revolving Loans and (ii) for the account of each Term Lender the then unpaid principal amount of such Lender’s Term Loans as provided in Section 2.09Date. (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. (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 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 shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 the form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Dateof Exhibit C 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 order of the payee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Itt Educational Services Inc)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan made by such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable to such Revolving Loans Lender and (ii) to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of each Competitive Loan made by such Lender’s Term Loans as provided in Section 2.09Lender on the last day of the Interest Period applicable to such Loan. (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. (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 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. (d) The entries made in the accounts maintained pursuant to paragraph (b) or (c) of this Section shall be, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.0410.04) 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (Seagram Co LTD)

Repayment of Loans; Evidence of Debt. (a) The Each Borrower hereby unconditionally promises to pay to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of each Revolving Loan of such Lender’s Revolving Loans Lender on the Revolving Maturity Date applicable Date. The Term Borrower hereby unconditionally promises to such Revolving Loans and (ii) pay to the Administrative Agent for the account of each Term Lender the then unpaid principal amount of each Term Loan of such Lender’s Term Loans Lender as provided in Section 2.09. (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. (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 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 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 shall be, absent manifest error, 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 any Borrower to repay the Loans in accordance with the terms of this Agreement. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Credit Agreement (CHG Healthcare Services, Inc.)

Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent (i) for the account of each Revolving Lender the then unpaid principal amount of such Lender’s Revolving Loans each Initial Term Loan made to the Borrower on the Revolving Initial Term Loan Maturity Date applicable to such Revolving Loans and (ii) to the Administrative Agent for the account of each Term Incremental Lender of a Series the then unpaid principal amount of each Incremental Term Loan of such Lender’s Series made to the Borrower on the applicable Incremental Term Loans as provided in Section 2.09Maturity Date for such Series. (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. (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 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 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 shall beshall, absent manifest error, 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. (e) Any Lender may request that Loans of any Class 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 (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the Borrower and the Administrative Agent; provided that, in order for any such promissory note to be delivered on the Effective Date, the request therefor shall be delivered no later than two Business Days prior to the Effective Date. 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 (or, if such promissory note is a registered note, to such payee and its registered assigns). Any such promissory note evidencing a Term Loan prior to the Second ARCA Effective Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-1 Term Loans and/or the Tranche B-2 Term Loans, as applicable, into which such Lender’s Term Loans were converted on the Second ARCA Effective Date. Any such promissory note evidencing a Tranche A Term Loan that is converted into a Tranche A-2 Term Loan on any Subsequent Tranche A Conversion Date may be exchanged, upon the request of the relevant Lender made through the Administrative Agent and the surrender of such promissory note to the Borrower through the Administrative Agent, for promissory notes evidencing the Tranche A-2 Term Loans into which such Lender’s Tranche A Term Loans were converted on such Subsequent Tranche A Conversion Date.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Newmont Mining Corp /De/)

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